UNITED STATESSECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 20-F‘

REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934
OR
È ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended March 31, 2015
OR
‘ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period fromtoOR
‘ SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of event requiring this shell company report
Commission file number: 1-15270

Nomura Horudingusu Kabushiki Kaisha(Exact name of registrant as specified in its charter)

Nomura Holdings, Inc.
(Translation of registrant’s name into English)

9-1, Nihonbashi 1-chome
Chuo-ku, Tokyo 103-8645
Japan

Japan
(Jurisdiction of incorporation or organization)(Address of principal executive offices)

Takumi Kitamura, 81-3-5255-1000, 81-3-6746-7850(Name, Telephone, E-mail and/or Facsimile number and Address of Company Contact Person)

Securities registered or to be registered pursuant to Section 12(b) of the Act:
Title of Each Class

Name of Each Exchange On Which Registered

Common Stock*

New York Stock Exchange* Not for trading, but only in connection with the registration of the American Depositary Shares, each representing one share of Common Stock.
Securities registered or to be registered pursuant to Section 12(g) of the Act:
None
(Title of Class)
Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act:
None
(Title of Class)

Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of the close of the period
covered by the annual report.
As of March 31, 2015, 3,598,865,213 shares of Common Stock were outstanding, including 36,793,618 shares represented by
36,793,618 American Depositary Shares.
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. È Yes ‘ No
If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13
or 15(d) of the Securities Exchange Act of 1934. ‘ Yes È No
Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities
Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and(2) has been subject to such filing requirements for the past 90 days. Yes È No ‘
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive
Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding
12 months (or for such shorter period that the registrant was required to submit and post such files). Yes È No ‘
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of“accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act. (Check one):
Large accelerated filer È
Accelerated filer ‘
Non-accelerated filer ‘

Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in thisfiling:U.S. GAAP È

International Financial Reporting Standards as issued
Other ‘by the International Accounting Standards Board ‘
If “Other” has been checked in response to the previous question, indicate by check mark which financial statement item the registrant
has elected to follow. ‘ Item 17 ‘ Item 18
If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the ExchangeAct). ‘ Yes È No

TABLE OF CONTENTS
PagePART I
Item 1.

Identity of Directors, Senior Management and Advisers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

2Item 2.

Offer Statistics and Expected Timetable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

2Item 3.

Key Information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

2Item 4.

Information on the Company . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

17

Item 4A.

Unresolved Staff Comments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

34

Item 5.

Operating and Financial Review and Prospects . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

34

Item 6.

Directors, Senior Management and Employees . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

71

Item 7.

Major Shareholders and Related Party Transactions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

90

Item 8.

Financial Information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

91

Item 9.

The Offer and Listing . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

91

Item 10.

Additional Information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

92

Item 11.

Quantitative and Qualitative Disclosures about Market Risk . . . . . . . . . . . . . . . . . . . . . . . . . . . .

110

Item 12.

Description of Securities Other Than Equity Securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

124

PART II
Item 13.

Defaults, Dividend Arrearages and Delinquencies . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

126

Item 14.

Material Modifications to the Rights of Security Holders and Use of Proceeds . . . . . . . . . . . . . .

126

Item 15.

Controls and Procedures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

126

Item 16A. Audit Committee Financial Expert . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

126

Item 16B. Code of Ethics . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

126

Item 16C. Principal Accountant Fees and Services . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

127

Item 16D. Exemptions from the Listing Standards for Audit Committees . . . . . . . . . . . . . . . . . . . . . . . . . . .

128

Item 16E. Purchases of Equity Securities by the Issuer and Affiliated Purchasers . . . . . . . . . . . . . . . . . . . .

128

Item 16F. Change in Registrant’s Certifying Accountant . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

129

Item 16G. Corporate Governance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

129

Item 16H. Mine Safety Disclosure . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

130PART III
Item 17.

Financial Statements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

131

Item 18.

Financial Statements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

131

Item 19.

Exhibits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

132

Index to the Consolidated Financial Statements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

F-1

1

As used in this annual report, references to the “Company”, “Nomura”, the “Nomura Group”, “we”, “us”
and “our” are to Nomura Holdings, Inc. and, except as the context otherwise requires, its consolidated
subsidiaries. As part of certain line items in Nomura’s financial statements and information included in thisannual report, references to “NHI” are to Nomura Holdings, Inc.
As used in this annual report, “yen” or “¥” means the lawful currency of Japan, and “dollar” or “$”means the lawful currency of the United States of America (“U.S.”).
As used in this annual report, “ADS” means an American Depositary Share, currently representing one
share of the Company’s common stock, and “ADR” means an American Depositary Receipt evidencing one ormore ADSs. See “Rights of ADR Holders” under Item 10.B of this annual report.
As used in this annual report, except as the context otherwise requires, the “Companies Act” means theCompanies Act of Japan and the “FSA” means the Financial Services Agency of Japan.
Amounts shown in this annual report have been rounded to the nearest indicated digit unless otherwise
specified. In tables and graphs with rounded figures, sums may not add up due to rounding.

PART I
Item 1. Identity of Directors, Senior Management and Advisers
Not applicable.
Item 2. Offer Statistics and Expected Timetable
Not applicable.
Item 3. Key Information
A. Selected Financial Data
The following table shows selected financial information as of and for the years ended March 31, 2011,2012, 2013, 2014 and 2015 which is derived from our consolidated financial statements included in this annual
report. These financial statements are prepared in accordance with accounting principles generally accepted in
the U.S. (“U.S. GAAP”). Certain reclassifications of previously reported amounts have been made to conform tothe current period presentation.

2

The selected consolidated financial information set forth below should be read in conjunction with Item 5.
“Operating and Financial Review and Prospects” in this annual report and our consolidated financial statements
and notes thereto included in this annual report.
Millions of yen, except per share data and percentages
Year ended March 31
2011
2012
2013
2014
2015

Statement of income data:
Revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥ 1,385,492 ¥ 1,851,760 ¥ 2,079,943 ¥ 1,831,844 ¥ 1,930,588
Interest expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
254,794
315,901
266,312274,774
326,412
Net revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1,130,698
1,535,859
1,813,631
1,557,070
1,604,176
Non-interest expenses . . . . . . . . . . . . . . . . . . . . . . . .
1,037,443
1,450,902
1,575,901
1,195,456
1,257,417
Income before income taxes . . . . . . . . . . . . . . . . . . .
93,25584,957
237,730
361,614346,759
Income tax expense . . . . . . . . . . . . . . . . . . . . . . . . . .
61,33058,903132,039
145,165
120,780
Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥31,925 ¥26,054 ¥ 105,691 ¥ 216,449 ¥ 225,979
Less: Net income (loss) attributable tononcontrolling interests . . . . . . . . . . . . . . . . . . . . .
3,264
14,471(1,543)
2,858
1,194
Net income attributable to Nomura Holdings, Inc.
(“NHI”) shareholders . . . . . . . . . . . . . . . . . . . . . . . ¥28,661 ¥
11,583 ¥ 107,234 ¥ 213,591 ¥ 224,785
Balance sheet data (period end):
Total assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥36,692,990 ¥35,697,312 ¥37,942,439 ¥43,520,314 ¥41,783,236
Total NHI shareholders’ equity . . . . . . . . . . . . . . . . .
2,082,754
2,107,241
2,294,371
2,513,680
2,707,774
Total equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2,091,636
2,389,137
2,318,983
2,553,213
2,744,946
Common stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
594,493594,493594,493594,493594,493
Per share data:
Net income attributable to NHI
shareholders—basic . . . . . . . . . . . . . . . . . . . . . . . . ¥7.90 ¥
3.18 ¥
29.04 ¥
57.57 ¥
61.66
Net income attributable to NHI
shareholders—diluted . . . . . . . . . . . . . . . . . . . . . .
7.86
3.14
28.37
55.81
60.03
578.40575.20618.27676.15752.40Total NHI shareholders’ equity(1) . . . . . . . . . . . . . . .
8.00
6.00
8.00
17.00
19.00
Cash dividends(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . .
0.10 $
0.07 $
0.08 $
0.17 $
0.16
Cash dividends in USD(2) . . . . . . . . . . . . . . . . . . . . . $Weighted average number of shares outstanding (inthousands)(3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
3,627,799
3,643,481
3,692,796
3,709,831
3,645,515
Return on equity(4): . . . . . . . . . . . . . . . . . . . . . . . . .

1.4%

0.6%

4.9%

8.9%

8.6%

Notes:(1) Calculated using the number of shares outstanding at year end.
(2) Calculated using the Japanese Yen - U.S. Dollar exchange rate of the respective fiscal year end date, the noon buying
rate in New York City for cable transfers in foreign currencies as certified for customs purposes by the Federal Reserve
Bank of New York.
(3) The number shown is used to calculate basic earnings per share.
(4) Calculated as net income attributable to NHI shareholders divided by total NHI shareholders’ equity.

3Foreign Exchange
Fluctuations in exchange rates between the Japanese Yen and U.S. Dollar will affect the U.S. Dollar
equivalent of the Japanese Yen price of our shares and ADSs and the U.S. Dollar amounts received onconversion of cash dividends. The following table provides the noon buying rates for Japanese Yen in New York
City for cable transfers as certified for customs purposes by the Federal Reserve Bank of New York, expressed inJapanese Yen per $1.00.
Year ended March 31

2011 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2012 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2013 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2014 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2015 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Calendar year 2015

January . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
February . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
March . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
April . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
May . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
June (through June 19) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

High

Low

Average(1)Year end¥ 94.68
85.26
96.16
105.25
121.50¥ 78.74
75.72
77.41
92.96
101.26¥ 85.00
78.86
83.26
100.46110.78¥ 82.76
82.41
94.16
102.98119.96High

Low¥120.20120.38121.50120.36124.18125.58¥116.78
117.33119.01118.80119.09122.70(1) Average rate represents the average of rates available on the last business day of each month during theyear.
The noon buying rate for Japanese Yen on June 19, 2015 was $1.00 = ¥122.70
B. Capitalization and Indebtedness.
Not applicable.
C. Reasons for the Offer and Use of Proceeds.
Not applicable.

4

D. Risk Factors.
Risk Factors
You should carefully consider the risks described below before making an investment decision. If any of therisks described below actually occurs, our business, financial condition, results of operations or cash flows could
be adversely affected. In that event, the trading prices of our shares could decline, and you may lose all or part ofyour investment. In addition to the risks listed below, risks not currently known to us or that we now deem
immaterial may also harm us and affect your investment.
Our business may be materially affected by financial markets, economic conditions and market
fluctuations in Japan and elsewhere around the world
Our business and revenues may be affected by any adverse changes in the Japanese and global economic
environments and financial markets.
For example, the global financial crisis that originated with the collapse of Lehman Brothers Holding Inc.
(“Lehman Brothers”) in 2008, and the worsening of financial issues in the peripheral countries of the Eurozone in2011, including Greece, have adversely influenced major global financial markets.
In addition and as described later, not only purely economic factors but also future wars, acts of terrorism,
economic or political sanctions, pandemics, forecasts of geopolitical risks and geopolitical events which haveactually occurred, natural disasters or other similar events could have an effect on the financial markets andeconomies of each country.
If any adverse events including those discussed above were to occur, a market or economic downturn may
last for a long period of time, which could adversely affect our business and can result in us incurring substantial
losses. Even in the absence of a prolonged market or economic downturn, changes in market volatility or
governmental fiscal and monetary policy changes in Japan, or in any other country or region where we conductbusiness, including the actions taken by the Bank of Japan or any other international central banking authorities
and other changes in the environment may adversely affect our business, financial condition and results ofoperations. The following are certain risks related to the financial markets and economic conditions for our
specific businesses.
Our brokerage and asset management revenues may decline
A market downturn could result in a decline in the revenues generated by our brokerage business because ofa decline in the volume and value of securities that we broker for our clients. Also, within our asset managementbusiness, in most cases, we charge fees and commissions for managing our clients’ portfolios that are based on
the market value of their portfolios. A market downturn that reduces the market value of our clients’ portfolios
may increase the amount of withdrawals or reduce the amount of new investments in these portfolios, and would
reduce the revenue we receive from our asset management business.
Our investment banking revenues may decline
Changes in financial or economic conditions would likely affect the number and size of transactions forwhich we provide securities underwriting, financial advisory and other investment banking services. Ourinvestment banking revenues, which include fees from these services, are directly related to the number and sizeof the transactions in which we participate and would therefore decrease if there are financial and market changes
unfavorable to our investment banking business and our clients. For example, due in part to the continued
slowdown in financing activities resulting primarily from the worsened and prolonged impact of the European
sovereign debt crisis in 2011, our Investment Banking net revenue for the years ended March 31, 2012 andMarch 31, 2013 decreased by 15.9% and 15.0% from the previous years, respectively.
5Our electronic trading business revenues may decline
Electronic trading is essential for our business in order to execute trades faster with fewer resources.
Utilizing these systems allows us to provide an efficient execution platform and on-line content and tools to ourclients via exchanges or other automated trading facilities. Revenue from our electronic trading, which includes
trading commissions and bid-offer spreads from these services, are directly correlated with the number and sizeof the transactions in which we participate and would therefore decrease if there are financial market or
economic changes that would cause our clients to trade less frequently or in a smaller amounts. In addition, theuse of electronic trading has increased across capital markets products and has put pressure on trading
commissions and bid-offer spreads in our industry due to the increased competition of our electronic tradingbusiness. Although trade volumes may increase due to the availability of electronic trading, this may not be
sufficient to offset margin erosion in our execution business, leading to a potential decline in revenue generated
from this business. We continue to invest in developing technologies to provide an efficient trading platform;
however, we may fail to maximize returns on these investments due to this increased pressure on lowering
margins.
We may incur significant losses from our trading and investment activities
We maintain large trading and investment positions in fixed income, equity and other markets, both forproprietary purposes and for the purpose of facilitating our clients’ trades. Our positions consist of various typesof assets, including securities, derivatives transactions with equity, interest rate, currency, credit and other
underlyings, as well as loans, reverse repurchase agreements and real estate. Fluctuations in the markets wherethese assets are traded can adversely affect the value of these assets. To the extent that we own assets, or havelong positions, a market downturn could result in losses if the value of these long positions decreases.
Furthermore, to the extent that we have sold assets that we do not own, or have short positions, an upturn inprices of the assets could expose us to potentially significant losses. Although we seek to mitigate these position
risks with a variety of hedging techniques, these market movements could result in us incurring losses. We canalso incur losses if the financial system is overly stressed and the markets move in a way we have not anticipated.
Our businesses have been, and may continue to be, affected by changes in market volatility levels. Certainof our trading businesses such as those engaged in trading and arbitrage opportunities depend on market volatility
to generate revenues. Lower volatility may lead to a decrease in business opportunities which may affect theresults of operations of these businesses. On the other hand, higher volatility, while it can increase trading
volumes and spreads, also increases risk as measured by Value-at-Risk (“VaR”) and may expose us to higher
risks in connection with our market-making and proprietary businesses. It can also cause us to reduce outstanding
positions or size of these businesses in order to avoid increasing our VaR.
Furthermore, we commit capital to take relatively large positions for underwriting or warehousing assets tofacilitate certain capital market transactions. We also structure and take positions in pilot funds for developing
financial investment products and invest seed money to set up and support financial investment products. We
may incur significant losses from these positions in the event of significant market fluctuations.
In addition, if we are the party providing collateral in a transaction, significant declines in the value of thecollateral or a requirement to provide additional collateral due to a decline in our creditworthiness (by way of alowered credit rating or otherwise) can increase our costs and reduce our profitability. On the other hand, if weare the party receiving collateral from our clients and counterparties, such declines may also affect our
profitability by changing the business. Assuming a one-notch and two-notch downgrade of our credit ratings on
March 31, 2015, absent other changes, we estimate that the aggregate fair value of assets that will be required topost as additional collateral in connection with our derivative contracts would have been approximately¥15.2 billion and ¥39.4 billion, respectively.

6

Holding large and concentrated positions of securities and other assets may expose us to large losses
Holding large and concentrated positions of certain securities can expose us to large losses in our businesses
such as market-making, block trading, underwriting, asset securitization, acquiring newly-issued convertible debt
securities through third-party allotment or providing business solutions to meet clients’ needs. We havecommitted substantial amounts of capital to these businesses. This often requires us to take large positions in the
securities of a particular issuer or issuers in a particular industry, country or region. We generally have higher
exposure to those issuers engaged in financial services businesses, including commercial banks, broker-dealers,
clearing houses, exchanges and investment companies. There may also be cases where we hold relatively large
amounts of securities by issuers in particular countries or regions due to the business we conduct with our clientsor our counterparties. In addition, we may incur substantial losses due to market fluctuations on asset-backed
securities such as residential mortgage-backed securities (“RMBS”) and commercial mortgage-backed securities(“CMBS”).
Extended market declines can reduce liquidity and lead to material losses
Extended market declines can reduce the level of market activity and the liquidity of the assets traded inthose markets in which we operate, which may make it difficult to sell, hedge or value such assets which we
hold. Also, in the event that a market fails in pricing such assets, it will be difficult to estimate their value. If wecannot properly close out or hedge our associated positions in a timely manner or in full, particularly with respect
to Over-The-Counter (“OTC”) derivatives, we may incur substantial losses. Further, if the liquidity of a market
significantly decreases and the market may become unable to price financial instruments held by us, this could
lead to unanticipated losses.
Our hedging strategies may not prevent losses
We use a variety of financial instruments and strategies to hedge our exposure to various types of risk. If ourhedging strategies are not effective, we may incur losses. We base many of our hedging strategies on historical
trading patterns and correlations. For example, if we hold an asset, we may hedge this position by taking a
position in another asset which has, historically, moved in a direction that would offset a change in value of theformer asset. However, historical trading patterns and correlations may not continue, as seen in the case of pastfinancial crises, and these hedging strategies may not be fully effective in mitigating our risk exposure because
we are exposed to all types of risk in a variety of market environments.
Our risk management policies and procedures may not be fully effective in managing market risk
Our policies and procedures to identify, monitor and manage risks may not be fully effective. Althoughsome of our methods of managing risk are based upon observed historical behavior of market data, the movementof each data in future financial market may not be the same as was observed in the past. As a result, we may
suffer large losses through unexpected future risk exposures. Other risk management methods that we use also
rely on our evaluation of information regarding markets, clients or other matters, which is publicly available orotherwise accessible by us. This information may not be accurate, complete, up-to-date or properly evaluated,
and we may be unable to properly assess our risks, and thereby suffer large losses. Furthermore, certain factors,
such as market volatility, may render our risk evaluation model unsuitable for a new market environment. In such
event, we may become unable to evaluate or otherwise manage our risks adequately.
Market risk may increase other risks that we face
In addition to the potentially adverse effects on our businesses described above, market risk could
exacerbate other risks that we face. For example, the risks inherent in financial instruments developed throughfinancial engineering and innovation may be increased by market risk.

7

Also, if we incur substantial trading losses caused by our exposure to market risk, our need for liquidity
could rise sharply while our access to cash may be impaired as a result of market perception of our credit risk.
Furthermore, in a market downturn, our clients and counterparties could incur substantial losses of theirown, thereby weakening their financial condition and, as a result, increasing our credit risk exposure to them.
We may have to recognize impairment charges with regard to the amount of goodwill, tangible andintangible assets recognized on our consolidated balance sheets
We have purchased all or a part of the equity interests in, or operations from, certain other companies inorder to pursue our business expansion, and expect to continue to do so when and as we deem appropriate. We
account for certain of those and similar purchases and acquisitions as a business combination under U.S. GAAP
by allocating our acquisition costs to the assets acquired and liabilities assumed and recognizing the remaining
amount as goodwill. We also possess tangible and intangible assets besides those stated above.
We may have to recognize impairment charges, as well as other losses associated with subsequenttransactions, with regard to the amount of goodwill, tangible and intangible assets and if recognized, they may
adversely affect our financial condition and results of operations. For example, during the years ended March 31,
2014 and March 31, 2015 we recognized goodwill impairment charges of ¥2,840 million and ¥3,188 million,
respectively.
Liquidity risk could impair our ability to fund operations and jeopardize our financial condition
Liquidity, or having ready access to cash, is essential to our business. We define liquidity risk as the risk oflosses arising from difficulty in securing the necessary funding or from incurring a significantly higher cost offunding than normal levels due to deterioration in the Nomura group’s creditworthiness or deterioration inmarket conditions. In addition to maintaining a readily available cash position, we seek to secure ample liquidity
through repurchase and securities lending transactions, access to long-term debt, issuance of mid/long-term debt,
diversification of our short-term funding sources such as commercial paper, and by holding a portfolio of highly
liquid assets. We bear the risk that we may lose liquidity under certain circumstances, including the following:
We may be unable to access unsecured or secured funding
We continuously access unsecured funding from issuance of securities in the short-term credit markets anddebt capital markets as well as bank borrowings to finance our day-to-day operations, including refinancing. We
also enter into repurchase agreements and securities lending transactions to raise secured funding for our tradingbusinesses. An inability to access unsecured or secured funding or funding at significantly higher cost thannormal levels could have a substantial negative effect on our liquidity. For example, lenders could refuse toextend the credit necessary for us to conduct our business based on their assessment of our long-term or shortterm financial prospects if:•

we incur large trading losses,•

the level of our business activity decreases due to a market downturn,•regulatory authorities take significant action against us, or•

our credit rating is downgraded.

In addition to the above, our ability to borrow in the debt markets could also be impaired by factors that are
not specific to us, such as reductions in banks’ lending capacity, a severe disruption of the financial and credit
markets, negative views about the general prospects for the investment banking, brokerage or financial services
industries, or negative market perceptions of Japan’s financial soundness.

8

We may be unable to sell assets
If we are unable to raise funds or if our liquidity declines significantly, we will need to liquidate assets or
take other actions in order to meet our maturing liabilities. In volatile or uncertain market environments, overallmarket liquidity may decline. In a time of reduced market liquidity, we may be unable to sell some of our assets,
or we may have to sell at depressed prices, which could adversely affect our results of operations and financial
condition. Our ability to sell may be impaired by other market participants seeking to sell similar assets into themarket at the same time.
Lowering of our credit ratings could impact our funding
Our funding depends significantly on our credit ratings. Rating agencies may reduce or withdraw theirratings or place us on “credit watch” with negative implications. Future downgrades could increase our funding
costs and limit our funding. This, in turn, could adversely affect our result of operations and our financial
condition. In addition, other factors which are not specific to us may impact our funding, such as negative market
perceptions of Japan’s financial soundness.
Event risk may cause losses in our trading and investment assets as well as market and liquidity risk
Event risk refers to potential losses we may suffer through unpredictable events that cause large unexpectedmarket price movements. These include not only significant events such as the terrorist attacks in the U.S. on
September 11, 2001, U.S. subprime issues since 2007, the global financial and credit crisis in the autumn of
2008, the Great East Japan Earthquake in March 2011, fiscal problems in the U.S. and European countries whichbecame apparent starting the same year and the political crisis in Ukraine which began in late 2013, but also
more specifically the following types of events that could cause losses in our trading and investment assets:• sudden and significant reductions in credit ratings with regard to financial instruments held by our trading
and investment businesses by major rating agencies,• sudden changes in trading, tax, accounting, regulatory requirements laws and other related rules which
may make our trading strategy obsolete, less competitive or no longer viable, or• an unexpected failure in a corporate transaction in which we participate resulting in our not receiving theconsideration we should have received, as well as bankruptcy, deliberate acts of fraud, and administrative
penalty with respect to the issuers of our trading and investment assets.
We may be exposed to losses when third parties that are indebted to us do not perform their obligations
Our counterparties are from time to time indebted to us as a result of transactions or contracts, includingloans, commitments to lend, other contingent liabilities and derivative transactions. We may incur material losses
when our counterparties default or fail to perform on their obligations to us due to their filing for bankruptcy, adeterioration in their creditworthiness, lack of liquidity, operational failure, an economic or political event,
repudiation of the transaction or for other reasons.
Credit risk may also arise from:• holding securities issued by third parties, or• the execution of securities, futures, currency or derivative transactions that fail to settle at the required
time due to nondelivery by the counterparty, such as monoline insurers (financial guarantors) which arecounterparties to credit default swaps or systems failure by clearing agents, exchanges, clearing houses orother financial infrastructure.

9Issues related to third party credit risk may include the following:
Defaults by a large financial institution could adversely affect the financial markets generally and us
specifically
The commercial soundness of many financial institutions is closely interrelated as a result of credit, trading,clearing or other relationships among the institutions. As a result, concern about the creditworthiness of or adefault by, a certain financial institution could lead to significant liquidity problems or losses in, or defaults by,other financial institutions. This may adversely affect financial intermediaries, such as clearing agencies, clearing
houses, banks, securities firms and exchanges, with which we interact on a daily basis. Actual defaults, increases
in perceived default risk and other similar events could arise in the future and could have an adverse effect on thefinancial markets and on us. Our funding operations may be adversely affected if major financial institutions,Japanese or otherwise, fail or experience severe liquidity or solvency problems.
There can be no assurance as to the accuracy of the information about, or the sufficiency of the collateral weuse in managing, our credit risk
We regularly review our credit exposure to specific clients or counterparties and to specific countries andregions that we believe may present credit concerns. Default risk, however, may arise from events orcircumstances that are difficult to detect, such as account-rigging and fraud. We may also fail to receive full
information with respect to the risks of a counterparty. In addition, in cases where we have extended credit
against collateral, we may fall into a deficiency in value in the collateral if sudden declines in market values
reduce the value of our collateral.
Our clients and counterparties may be unable to perform their obligations to us as a result of political or
economic conditions
Country, regional and political risks are components of credit risk, as well as market risk. Political or
economic pressures in a country or region, including those arising from local market disruptions or currency
crises, may adversely affect the ability of clients or counterparties located in that country or region to obtain
credit or foreign exchange, and therefore to perform their obligations owed to us.
The financial services industry faces intense competition
Our businesses are intensely competitive, and are expected to remain so. We compete on the basis of anumber of factors, including transaction execution capability, our products and services, innovation, reputationand price. We have experienced intense price competition, particularly in brokerage, investment banking andother businesses.
Competition with commercial banks, commercial bank-owned securities subsidiaries and non-Japanese firms
in the Japanese market is increasing
Since the late 1990s, the financial services sector in Japan has undergone deregulation. In accordance withthe amendments to the Securities and Exchange Law of Japan (which has been renamed as the Financial
Instruments and Exchange Act of Japan (“FIEA”) since September 30, 2007), effective from December 1, 2004,
banks and certain other financial institutions became able to enter into the securities brokerage business. In
addition, in accordance with the amendments to the FIEA effective from June 1, 2009, firewalls between
commercial banks and securities firms were deregulated. Therefore, as our competitors will be able to cooperate
more closely with their affiliated commercial banks, banks and other types of financial services firms cancompete with us to a greater degree than they could before deregulation in the areas of financing and investment
trusts. Among others, securities subsidiaries of commercial banks and non-Japanese firms have been affecting
our market shares in the sales and trading, investment banking and retail businesses.
10Increased consolidation, business alliance and cooperation in the financial services industry mean increased
competition for us
There has been substantial consolidation and convergence among companies in the financial services
industry. In particular, a number of large commercial banks and other broad-based financial services firms haveestablished or acquired broker-dealers or have consolidated with other financial institutions. Recently, these othersecurities companies and commercial banks develop their business linkage and have the ability to offer a wide
range of products, including loans, deposit-taking, insurance, brokerage, asset management and investmentbanking services within their group, which may enhance their competitive position compared with us. They also
have the ability to supplement their investment banking and brokerage businesses with commercial banking andother financial services revenues in an effort to gain market share. In addition, alliances regardless of the existinggroups are seen. These financial groups will further enhance their synergies between commercial banks andsecurities companies, and eventually improve their profitability. Our market shares may decrease if these large
consolidated firms expand their businesses.
Our global business strategies may not result in the anticipated outcome due to competition with otherfinancial services firms in international markets and the failure to realize the full benefit of management
resource reallocation
We continue to believe there are significant opportunities in the international markets, but there is alsosignificant competition associated with such opportunities. In order to take advantage of these opportunities, wewill have to compete successfully with financial services firms based in important non-Japanese markets,
including the U.S., Europe and Asia. Under such competitive environment, as a means to bolster our international
operations, we acquired certain Lehman Brothers operations in Europe, the Middle East and Asia in 2008 and wehave invested significant management resources to maintain and develop our operations in these regions and the
U.S. After the acquisition, however, the global economy started to slow down, and both regulation andsupervision have tightened around the world. In light of this challenging business environment, we haveendeavored to reallocate our management resources to optimize our global operations and thereby improve our
profitability. However, failure to realize the full benefits of these efforts may adversely affect our global
businesses, financial condition and results of operations.
Our business is subject to substantial legal, regulatory and reputational risks
Substantial legal liability or a significant regulatory action against us could have a material financial effecton us or cause reputational harm to us, which in turn could adversely affect our business prospects, financial
condition and results of operations. Also, material changes in regulations applicable to us or to the markets inwhich we operate could adversely affect our business.
Our exposure to legal liability is significant
We face significant legal risks in our businesses. These risks include liability under securities or other laws
in connection with securities underwriting and offering transactions, liability arising from the purchase or sale ofany securities or other financial products, disputes over the terms and conditions of complex tradingarrangements or the validity of contracts for our transactions, and legal claims concerning our other businesses.
During a prolonged market downturn or upon the occurrence of an event that adversely affects the market,
we would expect claims against us to increase. We may also face significant litigation. The cost of defending
such litigation may be substantial and our involvement in litigation may damage our reputation. In addition, evenlegal transactions might be subject to adverse public reaction according to the particular details of suchtransactions. These risks may be difficult to assess or quantify and their existence and magnitude may remain
unknown for substantial periods of time. See Note 20 “Commitments, contingencies and guarantees” in ourconsolidated financial statements included in this annual report for further information regarding the significant
investigations, lawsuits and other legal proceedings that we are currently facing.
11Extensive regulation of our businesses limits our activities and may subject us to significant penalties andlosses
The financial services industry is subject to extensive regulation. We are subject to increasing regulation by
governmental and self-regulatory organizations in Japan and in virtually all other jurisdictions in which we
operate, and such governmental and regulatory scrutiny may increase as our operations expand or as lawschange. In addition, while regulatory complexities increase, possibilities of extra-territorial application of aregulation in one jurisdiction to business activities outside of such jurisdiction may also increase. These
regulations are broadly designed to ensure the stability of financial systems and the integrity of the financial
markets and financial institutions, and to protect clients and other third parties who deal with us, and often limit
our activities, through net capital, client protection and market conduct requirements. In addition, on top of
traditional finance-related legislation, the scope of laws and regulations applying to, and/or impacting on, ouroperations may become wider depending on the situation of the wider international political and economic
environment or policy approaches taken by governmental authorities in respect of regulatory application or law
enforcement. Although we have policies in place to prevent violations of such laws and regulations, we may notalways be able to prevent violations, and we could be fined, prohibited from engaging in some of our businessactivities, ordered to improve our internal governance procedures or be subject to revocation of our license to
conduct business. Our reputation could also suffer from the adverse publicity that any administrative or judicial
sanction against us may create. As a result of any such sanction, we may lose business opportunities for a periodof time, even after the sanction is lifted, if and to the extent that our clients, especially public institutions, decide
not to engage us for their financial transactions.
Tightening of regulations applicable to the financial system and financial industry could adversely affect ourbusiness, financial condition and results of operations
If regulations that apply to our businesses are introduced, modified or removed, we could be adversely
affected directly or through resulting changes in market conditions. The impact of such developments could
make it economically unreasonable for us to continue to conduct all or certain of our businesses, or could cause
us to incur significant costs to adjust to such changes.
In particular, various reforms to financial regulatory frameworks, including the Dodd-Frank Wall Street
Reform and Consumer Protection Act (“Dodd-Frank Act”) in the U.S. and various proposals to strengthen
financial regulation in the European Union and the United Kingdom (“U.K.”), have been put in place. The exact
details of the implementation of these proposals and its impact on us will depend on the final regulations as they
become ultimately adopted by various governmental agencies and oversight boards. See Item 4.B “Regulation”
within this annual report for more information about such regulations.
Changes in regulations relating to accounting standards, regulatory capital adequacy ratios, liquidity ratios
and leverage ratios applicable to us could also have a material adverse effect on our business, financial condition
and results of operations. Implementation of new regulations or strengthening of existing regulations, including
the Basel III measures announced by the Basel Committee on Banking Supervision (“Basel Committee”) havebeen determined or are under consideration by international organizations such as the G-20, Financial Stability
Board (“FSB”), International Organization of Securities Commissions (“IOSCO”) and Basel Committee, orgovernmental and self-regulatory organizations in Japan and in virtually all other jurisdictions in which we
operate. These changes in regulations, if they are applied to us, may require us to liquidate financial instruments
and other assets, raise additional capital or otherwise restrict our business activities in a manner that could
increase our funding costs or could otherwise adversely affect our operating or financing activities or the interestsof our shareholders. Furthermore, the FSB and the Basel Committee annually update the list of global
systemically important banks (“G-SIBs”) identified by financial regulators and additional regulatory capitalrequirements imposed on those G-SIBs. Additionally, G-20 Finance Ministers and Central Bank Governors
requested the FSB and the Basel Committee to expand the G-SIB framework to domestic systemically importantbanks (“D-SIBs”), and in October 2012, the Basel Committee developed and published a set of principles on the12assessment methodology and higher loss absorbency requirements for D-SIBs. In addition, the FSB and IOSCO
have published assessment methodologies for identifying Non-bank Non-insurer Global Systemically ImportantFinancial Institutions (“NBNI G-SIFIs”), for public consultation. The costs and impact on us as described above
may further increase if we are identified as a G-SIB, a D-SIB or a NBNI G-SIFI in the future.
Deferred tax assets may be impacted due to a change in business condition or in laws and regulations,
resulting in an adverse effect on our operating results and financial condition
We recognize deferred tax assets on our consolidated balance sheets as a possible benefit of tax relief in the
future. If we experience or forecast future operating losses, if tax laws or enacted tax rates in the relevant tax
jurisdictions in which we operate change, or if there is a change in accounting standards in the future, we may
reduce the deferred tax assets recognized in our consolidated balance sheets. As a result, it could adversely affectour financial condition and results of operations. See Note 15 “Income taxes” in our consolidated financial
statements included in this annual report for further information regarding the deferred tax assets that wecurrently recognize.
Misconduct or fraud by an employee, director or officer, or any third party, could occur, and our
reputation in the market and our relationships with clients could be harmed
We face the risk that misconduct by an employee, director or officer, or any third party, could occur which
may adversely affect our business. Misconduct by an employee, director or officer can include, for example,
entering into transactions in excess of authorized limits, acceptance of risks that exceed our limits, orconcealment of unauthorized or unsuccessful activities. The misconduct could also involve the improper use or
disclosure of our or our clients’ confidential information, such as insider trading, the disclosure of material nonpublic information and the recommendation of trades based on material non-public information, which could
result in regulatory sanctions, legal liability and serious reputational or financial damage to us.
In August 2012, Nomura Securities Co., Ltd. (“NSC”), the Company’s subsidiary, received a business
improvement order from the FSA with respect to flaws recognized in connection with the management of entityrelated information for public stock offerings. In response to the order, NSC, as of December 2012, has
implemented and completed a series of improvement measures and is working to enhance and strengthen its
information management structure to prevent similar incidents from occurring in the future.
Although we have precautions in place to detect and prevent any such misconduct, the measures we
implement may not be effective in all cases, and we may not always be able to detect or deter misconduct by an
employee, director or officer. If any administrative or judicial sanction is issued against us as a result of such
misconduct, we may lose business opportunities for a period of time, even after the sanction is lifted, if and to theextent that our clients, especially public institutions, decide not to engage us for their financial transactions.
Third parties may also engage in fraudulent activities, including devising a fraudulent scheme to induce ourinvestment, loans, guarantee or any other form of financial commitment, both direct and indirect. Because of thebroad range of businesses that we engage in and the large number of third parties with whom we deal in our dayto-day business operations, such fraud or any other misconduct may be difficult to prevent or detect.
We may not be able to recover the financial losses caused by such activities and our reputation may also bedamaged by such activities.
A failure to identify and address conflicts of interest appropriately could adversely affect our businesses
We are a global financial institution providing a wide range of products and services to a diverse group ofclients, including individuals, corporations, other financial institutions and governmental institutions. As such,
we face potential conflicts of interest in the ordinary course of our business. Conflicts of interests can occur when13

our services to a particular client conflict or compete, or are perceived to conflict or compete, with our own
interests. In addition, where non-public information is not appropriately restricted or shared within the firm, withregard to the many transactions within the Nomura Group, conflicts of interest can also occur where a groupcompany transaction and/or a transaction with another client conflicts or competes with, or is perceived toconflict or compete with, a transaction with a particular client. While we have extensive internal procedures andcontrols designed to identify and address conflicts of interest, a failure, or a perceived failure, to identify,
disclose and appropriately address conflicts could adversely affect our reputation and the willingness of current
or potential clients to do business with us. In addition, conflicts of interest could give rise to regulatory actions or
litigation.
Our business is subject to various operational risks
We classify and define operational risk as the risk of loss resulting from inadequate or failed internal
processes, people, and systems or from external events. It excludes strategic risk (the risk of loss as a result ofpoor strategic business decisions), but includes the risk of breach of legal and regulatory requirements, and therisk of damage to Nomura’s reputation if caused by an operational risk. Types of operational risk may include thefollowing, each of which could result in financial losses, disruption in our business, litigation from third parties,
regulatory/supervisory actions, restrictions or penalties, and/or damage to our reputation:•

failure to execute, confirm or settle securities transactions,•failure by our officers or employees to perform proper administrative activities prescribed in our regularprocedures, such as placing erroneous orders to securities exchanges,•

the destruction of or damage to our facilities or systems, or other impairment of our ability to conductbusiness, arising from the impacts of disasters or acts of terrorism which are beyond our anticipation andthe scope of our contingency plan,•the disruption of our business due to communicable diseases, or•

suspension or malfunction of internal or third party systems, or unauthorized access, misuse, computerviruses and cyber-attacks affecting such systems.

Our businesses rely on secure processing, storage, transmission and reception of personal, confidential andproprietary information on our systems. We may become the target of attempted unauthorized access, computerviruses or malware, and other cyber-attacks designed to access and obtain information on our systems or to
disrupt and cause other damage to our services. Although these threats may originate from human error or
technological failure, they may also originate from the malice or fraud of internal parties, such as employees, or
third parties, including foreign state actors and extremist parties. Additionally, we could also be adversely
impacted if any of the third-party vendors, exchanges, clearing houses or other financial institutions to whom weare interconnected are subject to cyber-attacks or other informational security breaches. Such events could causeinterruptions to our systems, reputational damage, client dissatisfaction, legal liability, enforcement actions oradditional costs, any and all of which could adversely affect our financial condition and operations.
While we continue to devote significant resources to monitor and update our systems and implement
information security measures to protect our systems, there can be no assurance that any controls and procedures
we have in place will be sufficient to protect us from future security breaches. As cyber threats are continually
evolving, our controls and procedures may become inadequate and we may be required to devote additional
resources to modify or enhance our systems in the future.
Unauthorized disclosure of personal information held by us may adversely affect our businessWe keep and manage personal information obtained from clients in connection with our business. In recent
years, there have been many reported cases of personal information and records in the possession of corporations
and institutions being improperly accessed or disclosed.
14

Although we exercise care in protecting the confidentiality of personal information and take steps tosafeguard such information in compliance with applicable laws, rules and regulations, if any material
unauthorized disclosure of personal information does occur, our business could be adversely affected in a numberof ways. For example, we could be subject to complaints and lawsuits for damages from clients if they are
adversely affected as a result of the release of their personal information (including leakage of information by
external service providers). In addition, we could incur additional expenses associated with changing our security
systems, either voluntarily or in response to administrative guidance or other regulatory initiatives, or inconnection with public relations campaigns designed to prevent or mitigate damage to our corporate or brandimage or reputation. Any damage to our reputation caused by such unauthorized disclosure could lead to a
decline in new clients and/or a loss of existing clients, as well as to increased costs and expenses in dealing withany such problems.
The Company is a holding company and depends on payments from subsidiaries
The Company heavily depends on dividends, distributions and other payments from subsidiaries to makepayments on the Company’s obligations. Regulatory and other legal restrictions, such as those under the Companies
Act, may limit the Company’s ability to transfer funds freely, either to or from the Company’s subsidiaries. In
particular, many of the Company’s subsidiaries, including the Company’s broker-dealer subsidiaries, are subject tolaws and regulations, including regulatory capital requirements, that authorize regulatory bodies to block or reduce
the flow of funds to the parent holding company, or that prohibit such transfers altogether in certain circumstances.
For example, NSC, Nomura Securities International, Inc., Nomura International plc and Nomura International(Hong Kong) Limited, our main broker-dealer subsidiaries, are subject to regulatory capital requirements that could
limit the transfer of funds to the Company. These laws and regulations may hinder the Company’s ability to accessfunds needed to make payments on the Company’s obligations.
We may not be able to realize gains we expect, and may even suffer losses, on our investments in equity
securities and non-trading debt securities
We hold substantial investments in equity securities and non-trading debt securities. Under U.S. GAAP,
depending on market conditions, we may recognize significant unrealized gains or losses on our investments inequity securities and debt securities, which could have an adverse impact on our financial condition and results ofoperations. Depending on the conditions of the markets, we may also not be able to dispose of these equity
securities and debt securities when we would like to do so, as quickly as we may wish or at the desired values.
Equity investments in affiliates and other investees accounted for under the equity method in ourconsolidated financial statements may decline significantly over a period of time and result in us incurring
impairment losses
We have affiliates and investees accounted for under the equity method in our consolidated financial
statements and whose shares are publicly traded. Under U.S. GAAP, if there is a decline in the fair value, i.e., themarket price, of the shares we hold in such affiliates over a period of time, and we determine that the decline isother-than-temporary, then we record an impairment loss for the applicable fiscal period which may have an
adverse effect on our financial condition and results of operations.
We may face an outflow of clients’ assets due to losses of cash reserve funds or bonds we offered
We offer many types of products to meet various needs of our clients with different risk profiles. Cashreserve funds, such as money management funds and money reserve funds are categorized as low-risk products.
Such cash reserve funds may fall below par value as a result of losses caused by the rise of interest rates or thewithdrawals or defaults on bonds contained in the portfolio. In addition, debt securities that we offer may default
or experience delays in their obligation to pay interest and/or principal. Such losses in the products we offer may
result in the loss of client confidence and lead to an outflow of client assets from our custody.
15

Because of daily price range limitations under Japanese stock exchange rules, you may not be able to sell
your shares of the Company’s common stock at a particular price on any particular trading day, or at all
Stock prices on Japanese stock exchanges are determined on a real-time basis by the equilibrium between
bids and offers. These exchanges are order-driven markets without specialists or market makers to guide priceformation. For the purpose of protecting investors from excessive volatility, these exchanges set daily upwardand downward price fluctuation limits for each stock, based on the previous day’s closing price. Althoughtransactions may continue at the upward or downward limit price if the limit price is reached on a particular
trading day, no transactions may take place outside these limits. Consequently, an investor wishing to sell at a
price above or below the relevant daily limit may not be able to sell his or her shares at such price on a particular
trading day, or at all.
Under Japan’s unit share system, holders of the Company’s shares constituting less than one unit are
subject to transfer, voting and other restrictions
The Company’s Articles of Incorporation, as permitted under the Companies Act, provide that 100 shares of
the Company’s stock constitute one “unit.” The Companies Act imposes significant restrictions and limitations
on holdings of shares that constitute less than a whole unit. Holders of shares constituting less than one unit do
not have the right to vote or any other rights relating to voting. Under the unit share system, any holders of sharesconstituting less than a unit may at any time request the Company to purchase their shares. Also, holders ofshares constituting less than a unit may request the Company to sell them such number of shares that theCompany may have as may be necessary to raise such holder’s share ownership to a whole unit. Sharesconstituting less than a unit are transferable under the Companies Act, but may not be traded on any Japanesestock exchange.
As a holder of ADSs, you will have fewer rights than a shareholder has and you will have to act throughthe depositary to exercise these rights
The rights of shareholders under Japanese law to take actions including voting their shares, receiving
dividends and distributions, bringing derivative actions, examining the company’s accounting books and records
and exercising appraisal rights are available only to holders of record. Because the depositary, through its
custodian agent, is the record holder of the shares underlying the ADSs, only the depositary can exercise thoserights in connection with the deposited shares. The depositary will make efforts to vote the shares underlying
your ADSs as instructed by you and will pay you the dividends and distributions collected from the Company.
However, in your capacity as an ADS holder, you will not be able to bring a derivative action, examine theCompany’s accounting books or records or exercise appraisal rights except through the depositary.
Rights of shareholders under Japanese law may be more limited than under the laws of other jurisdictions
The Companies Act and the Company’s Articles of Incorporation and Regulations of the Board of Directors
govern the Company’s corporate affairs. Legal principles relating to such matters as the validity of corporate
procedures, directors’ and executive officers’ fiduciary duties and shareholders’ rights may be different fromthose that would apply to a non-Japanese company. Shareholders’ rights under Japanese law may not be as
extensive as shareholders’ rights under the laws of other jurisdictions, including jurisdictions within the U.S. You
may have more difficulty in asserting your rights as a shareholder than you would as a shareholder of acorporation organized in another jurisdiction.
The Company’s shareholders of record on a record date may not receive the dividend they anticipate
The customary dividend payout practice of publicly listed companies in Japan may significantly differ fromthat widely followed or otherwise deemed necessary or fair in foreign markets. The Company’s dividend payout
practice is no exception. The Company ultimately determines whether the Company will make any dividend
16

payment to shareholders of record as of a record date and such determination is made only after such record date.
For the foregoing reasons, the Company’s shareholders of record as of a record date may not receive thedividends they anticipate. Furthermore, the Company does not announce any dividend forecasts.
It may not be possible for investors to effect service of process within the U.S. upon the Company or theCompany’s directors or executive officers, or to enforce against the Company or those persons judgments
obtained in U.S. courts predicated upon the civil liability provisions of the federal securities laws of
the U.S.
The Company is a limited liability, joint-stock corporation incorporated under the laws of Japan. Most of theCompany’s directors and executive officers reside in Japan. Many of the Company’s assets and the assets ofthese persons are located in Japan and elsewhere outside the U.S. It may not be possible, therefore, for
U.S. investors to effect service of process within the U.S. upon the Company or these persons or to enforce
against the Company or these persons judgments obtained in U.S. courts predicated upon the civil liability
provisions of the federal securities laws of the U.S. The Company believes that there is doubt as to theenforceability in Japan, in original actions or in actions for enforcement of U.S. court judgments, of liabilities
predicated solely upon the federal securities laws of the U.S.
Special Note Regarding Forward-looking Statements
This annual report contains forward-looking statements that are based on our current expectations,assumptions, estimates and projections about our business, our industry and capital markets around the world.
These forward-looking statements are subject to various risks and uncertainties. Generally, these forward-looking
statements can be identified by the use of forward-looking terminology such as “may”, “will”, “expect”,“anticipate”, “estimate”, “plan” or similar words. These statements discuss future expectations, identify
strategies, contain projections of our results of operations or financial condition, or state other forward-looking
information.
Known and unknown risks, uncertainties and other factors may cause our actual results, performance,
achievements or financial position to differ materially from any future results, performance, achievements orfinancial position expressed or implied by any forward-looking statement contained in this annual report. Suchrisks, uncertainties and other factors are set forth in this Item 3.D and elsewhere in this annual report.
Item 4. Information on the Company
A. History and Development of the Company.
The Company (previously known as The Nomura Securities Co., Ltd.) was incorporated in Japan on
December 25, 1925 under the Commercial Code of Japan when the securities division of The Osaka Nomura
Bank, Ltd. became a separate entity specializing in the trading and distribution of debt securities in Japan. The
Company was the first Japanese securities company to develop its business internationally with the opening in
1927 of a representative office in New York. In Japan, we broadened the scope of our business when we began
trading in equity securities in 1938 and when we organized the first investment trust in Japan in 1941.
Since the end of World War II, we have played a leading role in most major developments in the Japanese
securities market. These developments include the resumption of the investment trust business in the 1950s, theintroduction of public stock offerings by Japanese companies in the 1960s, the development of the over-thecounter bond market in the 1970s, the introduction of new types of investment trusts such as the medium-term
Japanese government bond investment trust in the 1980s, and the growth of the corporate bond and initial public
offering markets in the 1990s.
Our expansion overseas accelerated in 1967, when the Company acquired a controlling interest in Nomura
International (Hong Kong) Limited for the purpose of conducting broker-dealer activities in the Hong Kong
17

capital markets. Subsequently, we established a number of other overseas subsidiaries, including Nomura
Securities International, Inc. in the U.S. in 1969 as a broker-dealer and Nomura International Limited, now
Nomura International plc, in the U.K. in 1981, which acts as an underwriter and a broker, as well as otheroverseas affiliates, branches and representative offices.
On October 1, 2001, we adopted a holding company structure. In connection with this reorganization, theCompany changed its name from “The Nomura Securities Co., Ltd.” to “Nomura Holdings, Inc.” The Company
continues to be listed on the Tokyo Stock Exchange and other stock exchanges on which it was previously listed.
A wholly-owned subsidiary of the Company assumed the Company’s securities businesses and was named“Nomura Securities Co., Ltd.”The Company has proactively engaged in establishing a governance framework to ensure transparency in
the Company’s management. Among other endeavors, when the Company adopted a holding company structure
and was listed on the New York Stock Exchange (“NYSE”) in 2001, the Company installed Outside Directors. In
addition, in June 2003, the Company further strengthened and increased the transparency of the Company’s
oversight functions by adopting the Company with Three Committees (previously known as the Committee
System), a system in which management oversight and business execution functions are clearly separated.
In 2008, to pave the way for future growth, the Company acquired and integrated the operations of Lehman
Brothers in Asia Pacific, Europe and the Middle East.
The address of the Company’s registered office is 9-1, Nihonbashi 1-chome, Chuo-ku, Tokyo 103-8645,
Japan, telephone number: +81-3-5255-1000.
B. Business Overview.
Overview
We are one of the leading financial services groups in Japan and have global operations. We operate offices
in countries and regions worldwide including Japan, the U.S., the U.K., Singapore and Hong Kong Special
Administrative Region (“Hong Kong”) through our subsidiaries.
Our clients include individuals, corporations, financial institutions, governments and governmental
agencies.
Our business consists of our Retail, Asset Management and Wholesale divisions which are described infurther detail below. See also Note 21 “Segment and geographic information” in our consolidated financial
statements included in this annual report.
Corporate Goals and Principles
The Nomura Group’s management vision is to enhance its corporate value by deepening society’s trust in
the Company and increasing satisfaction of stakeholders, including that of shareholders and clients.
As “Asia’s global investment bank”, Nomura will provide high value-added solutions to clients globally,
and recognizing its wider social responsibility, Nomura will continue to contribute to the economic growth anddevelopment of society.
To enhance its corporate value, Nomura places significance on earnings per share (“EPS”) and will seek tomaintain sustained improvement of management’s target.

18

Our Business Divisions
RetailIn Retail, we conduct business activities by delivering a wide range of financial products and high quality
investment services mainly for individuals and corporations in Japan primarily through a network of nationwide
branches of Nomura Securities Co., Ltd. (“NSC”). The total number of local branches, including our head office,was 159 as of the end of March 2015. We offer investment consultation services to meet the medium- to longterm needs of our clients. The aggregate market value of our client assets increased ¥17.8 trillion to ¥109.5
trillion as of the end of March 2015 from ¥91.7 trillion a year ago. We discuss retail client assets in “Retail Client
Assets” under Item 5.A of this annual report.
We continue to focus on delivering top-quality solutions including our broad range of products and services
through face-to-face meetings, online and call center channels, so that Nomura Group can sustainably be atrusted partner to our clients.
Asset Management
We conduct our asset management business, which consists of the development and management ofinvestment trusts and investment advisory services, primarily through NAM. NAM is the largest asset
management company in Japan in terms of assets under management in investment trusts as of March 31, 2015.
In Japan, our challenge is to shift individual financial assets from saving products into investment products tocreate business opportunities. In order to make these opportunities available, NAM manages various investment
trusts, ranging from low risk/low return products to high risk/high return products, and develops new products to
respond to various investor needs. Investment trusts are distributed to investors through NSC as well as throughfinancial institutions such as securities companies (including those outside our group), banks and Japan Post
Bank Co., Ltd. Investment trusts are also offered in defined contribution pension plans. We also provide
investment advisory services to public pension funds, private pension funds, governments and their agencies,
central banks and institutional investors globally.
Wholesale
Our Wholesale Division consists of Global Markets, Investment Banking and certain other non-Retail
operations, providing our corporate and institutional clients with timely, high value-added services tailored totheir needs.
Global Markets
Global Markets provides research, sales, trading, and market-making of fixed income and equity-related
products.
Our global fixed income offerings include, among other products, government securities, interest rate
derivatives, investment-grade and high-yield corporate bonds, credit derivatives, G-10 and emerging markets
foreign exchange, asset-backed securities and mortgage-related products, in over-the-counter (“OTC”) and listed
markets. We are also primary dealers in the Japanese government securities market as well as in the Asian,
European and U.S. markets. These product offerings are underpinned by our global structuring function which
tailors ideas and trading strategies for our institutional and corporate client base.
Our global equity-related products include equity securities, ETFs, convertible securities, listed futures &options and OTC equity derivatives. In addition, we offer execution services based on cutting-edge electronic
trading technology to help clients navigate through the complex market structure and achieve best execution.
Nomura is also a member of various exchanges around the world, with leading positions on the London andTokyo stock exchanges.
19

These product offerings are underpinned by our global structuring function which provides tailored ideas
and trading strategies for our institutional and corporate clients as well as our retail franchise.
Investment Banking
We offer a broad range of investment banking services to a diverse range of corporations, financial
institutions, sovereigns, financial sponsors and others. We aim to develop and fortify solid relationships withthese clients on a long-term basis by providing them with our extensive resources for each bespoke solution.
Underwriting. We underwrite offerings of a wide range of securities and other financial instruments, which
include various types of stocks, convertible and exchangeable securities, investment grade debt, sovereign andemerging market debt, high yield debt, structured securities and other securities in Asia, Europe, U.S. and othermajor financial markets. We also arrange private placements and engage in other capital raising activities.
Financial Advisory & Solutions Services. We provide financial advisory services on business transactions
including mergers and acquisitions, divestitures, spin-offs, capital structuring, corporate defense activities,
leveraged buyouts and risk solutions. Our involvement in initial public offerings (“IPOs”), reorganizations andother corporate restructurings related to industry consolidation enhances our opportunities to offer clients otheradvisory and investment banking services.
We capitalize on the linkages between our Retail, Asset Management and Wholesale Divisions to offer
various financial instruments such as equity securities, debt securities, investment trusts and variable annuity
insurance products, for the short, medium, and long-term, with different risk levels. We seek to provide
proprietary Nomura expertise to clients through various media such as our investment reports and internet-based
trading services.
Our Research Activities
We have an extensive network of intellectual capital with key research offices in Tokyo, Hong Kong andother major markets in the Asia-Pacific region, as well as in London and New York. Nomura is recognized as aleading content provider with an integrated global approach to providing capital markets research. Our analysts
collaborate closely across regions and disciplines to track changes and spot future trends in politics, economics,
foreign exchange, interest rates, equities, credit and as well as provide quantitative analysis.
Our Information Technology
We believe that information technology is one of the key success factors for our overall business and intend
to develop and maintain a solid technology platform to ensure that the Nomura Group is able to fulfill the various
needs of our clients. Accordingly, we will continue to invest, enhance and adapt a technology platform to ensure
it remains suitable for each business segment.
In our Retail Division, we have already implemented a new core system and related systems have also beenenhanced. We are also continuously working on improving our internet-based and smartphone platforms.
In our Wholesale Division, we have enhanced our technology platform to provide better risk management
and also to increase trading capabilities through platforms allowing direct market access and algorithmic trading.
In order to improve support of Wholesale operations, we will continue to increase utilization of our offshore
service entities in India.
In our corporate functions in Japan, which support both our Retail and Wholesale Divisions, we
implemented new settlement and accounting systems while decommissioning our legacy system in order toimprove IT efficiency.
20

Our recent focus is cyber security. In order to prevent potential damage as well as take immediate actions incase a security threat occurs, we are strengthening measures in four areas, which are system implementation,
trainings and drills, organizational emergency plans and information sharing with external institutions. In March
2015, we established a global team specializing in cyber security measures called the Computer Security Incident
Response Team (“CSIRT”).
Competition
The financial services industry is intensely competitive and we expect it to continue remain so. We compete
globally with other brokers and dealers, investment banking firms, commercial banks, investment advisors andother financial services firms. We also face competition on regional, product and niche bases from local andspecialist firms. A number of factors determine our competitive position against other firms, including:•the quality, range and prices of our products and services,•

our ability to originate and develop innovative client solutions,•

our ability to maintain and develop client relationships,•

our ability to access and commit capital resources,•

our ability to retain and attract qualified employees, and•our general reputation.

Our competitive position is also affected by the overall condition of the global financial markets, which are
influenced by factors such as:•

the monetary and fiscal policies of national governments and international economic organizations, and•economic developments both within and between Japan, the U.S., Europe and other major industrialized
and developing countries and regions.

In Japan, we compete with other Japanese and non-Japanese securities companies and other financial
institutions. Competition has become more intense due to deregulation in the Japanese financial industry since
the late 1990s and the increased presence of global securities companies and other financial institutions. In
particular, major global firms have increased their presence in securities underwriting, corporate advisory
services (particularly, mergers and acquisitions (“M&A”) advisory) and secondary securities sales and trading.
There has also been substantial consolidation and convergence among financial institutions, both within
Japan and globally and this trend accelerated further in recent years as the credit crisis caused mergers andacquisitions and asset acquisitions in the industry. The growing presence and scale of financial groups which
encompass commercial banking, securities brokerage, investment banking and other financial services has led toincreased competition. Through their broadened offerings, these firms are able to create good client relationships
and leverage their existing client base in the brokerage and investment banking business as well.
In addition to the breadth of their products and services, these firms have the ability to pursue greater market
share in investment banking and securities products by reducing margins and relying on their commercial
banking, asset management, insurance and other financial services activities. This has resulted in pricing pressurein our investment banking and trading businesses and could result in pricing pressure in other areas of ourbusinesses. We have also competed, and expect to compete, with other financial institutions which commit
capital to businesses or transactions for market share in investment banking activities. In particular, corporateclients may seek loans or commitments in connection with investment banking mandates and other assignments.
Moreover, the trend toward consolidation and convergence has significantly increased the capital base andgeographic reach of some of our competitors, hastening the globalization of the securities and financial services
markets. To accommodate this trend, we will have to compete successfully with financial institutions that are large
and well-capitalized, and that may have a stronger local presence and longer operating history outside Japan.
21

Regulation
Japan
Regulation of the Securities Industry and Securities Companies. Pursuant to the FIEA, the Prime Minister ofJapan has the authority to supervise and regulate the securities industry and securities companies, and delegates
its authority to the Commissioner of the FSA. The Company, as a holding company of a securities company, as
well as its subsidiaries including NSC and Nomura Financial Products & Services, Inc. (“NFPS”) are subject tosuch supervision and regulation by the FSA. The Commissioner of the FSA delegates certain authority to the
Director General of Local Finance Bureaus to inspect local securities companies and branches. Furthermore, theSecurities and Exchange Surveillance Commission, an external agency of the FSA which is independent from the
Agency’s other bureaus, is vested with authority to conduct day-to-day monitoring of the securities markets andto investigate irregular activities that hinder the fair trading of securities, including inspection of securities
companies. Securities companies are also subject to the rules and regulations of the Japanese stock exchanges
and the Japan Securities Dealers Association, a self-regulatory organization of the securities industry.
To enhance investor protection, each Japanese securities company is required to segregate client assets andto hold membership in an Investor Protection Fund approved by the government under the FIEA. The Investor
Protection Fund is funded through assessments on its securities company members. In the event of failure of asecurities company that is a member of the fund, the Investor Protection Fund provides protection of up to¥10 million per client. The Investor Protection Fund covers claims related to securities deposited by clients withthe failed securities company and certain other client claims.
Regulation of Other Financial Services. Securities companies are not permitted to conduct banking or otherfinancial services directly, except for those which are registered as money lenders and engaged in money lending
business under the Money Lending Business Act or which hold permission to act as bank agents and conduct
banking agency activities under the Banking Law. Among the subsidiaries of the Company in Japan, NSC is asecurities company that is also registered as a money lender and holds permission to act as a bank agent. Anothersubsidiary of the Company, The Nomura Trust & Banking holds a banking license and trust business license.
Financial Instruments and Exchange Act. The FIEA widely regulates financial products and services inJapan under the defined terms “financial instruments” and “financial instruments trading business”. It regulates
most aspects of securities transactions and the securities industry, including public offerings, private placements
and secondary trading of securities, on-going disclosure by securities issuers, tender offers for securities,
organization and operation of securities exchanges and self-regulatory associations, and registration of securities
companies. In addition, to enhance fairness and transparency in the financial markets and to protect investors, the
FIEA provides for, among other things, penalties for misrepresentations in disclosure documents and unfair
trading, strict reporting obligations for large shareholders and corporate information disclosure systems,
including annual and quarterly report systems, submission of confirmation certificates concerning thedescriptions in securities reports, and internal controls over financial reporting.
The FIEA also provides for corporate group regulations on securities companies the size of which exceeds
specified parameters (Tokubetsu Kinyu Shouhin Torihiki Gyosha, “Special Financial Instruments Firm”) and on
certain parent companies designated by the Prime Minister (Shitei Oyagaisha, “Designated Parent Companies”)
and their subsidiaries (together, the “Designated Parent Company Group”). The FIEA aims to regulate andstrengthen business management systems, compliance systems and risk management systems to ensure theprotection of investors. The FIEA and its related guidelines also provide reporting requirements to the FSA on
the Designated Parent Company Group’s business and capital adequacy ratios, enhanced public disclosures aswell as restrictions on compensation all of which are designed to reduce excessive risk-taking by executives andemployees of a Designated Parent Company Group. We were designated as the Designated Parent Company of
NSC in April 2011 and were designated as the Designated Parent Company of NFPS in December 2013. As the
Designated Parent Company and the final parent company within a corporate group (Saishu Shitei Oyagaisha, “aFinal Designated Parent Company”), we are subject to these requirements. A violation of the FIEA may result in22

various administrative sanctions, including the revocation of registration or license, the suspension of business or
an order to discharge any director or executive officer who has failed to comply with the FIEA.
Regulatory Changes. A bill to amend the FIEA was submitted to the Diet of Japan on March 9, 2012 andwas passed on September 6, 2012. A part of the amendment, based on the declaration reached at the
G-20 Pittsburg Summit in September 2009 to enhance transparency of the settlement of over-the-counter(“OTC”) derivative transactions, requires Financial Instruments Business Operators (Kinyu Shouhin Torihiki
Gyousha in Japanese) to trade certain OTC derivative contracts through an electronic trading platform and toreport such OTC derivative contracts to repositories. The amendment is scheduled to become effective on
September 1, 2015.
On April 16, 2013, another bill was submitted to the Diet of Japan to amend the FIEA and the Deposit
Insurance Act and was passed on June 12, 2013. A part of the amendment includes establishing “Orderly
Resolution Regime for Financial Institutions” to prevent a financial crisis that may spread across financial
markets and may seriously impact the real economy. Under the Orderly Resolution Regime, the Financial Crisis
Response Council, chaired by the Prime Minister, will take measures such as providing liquidity to ensure theperformance of obligations for critical market transactions where it is considered necessary to prevent severemarket disruption. Such measures will be funded by the financial industry, except in special cases where thegovernment will provide financial support. The amendment became effective on March 6, 2014.

Overseas
Our overseas offices and subsidiaries are also subject to various laws, rules and regulations applicable in the
countries where they conduct their operations, including, but not limited to, those promulgated and enforced by
the U.S. Securities and Exchange Commission (“SEC”), the Commodity Futures Trading Commission(“CFTC”), the U.S. Treasury, the Financial Stability Oversight Council, the New York Stock Exchange and the
Financial Industry Regulatory Authority (a private organization with quasi-governmental authority and a
regulator for all securities companies doing business in the U.S.) in the U.S.; and by the Prudential Regulation
Authority (“U.K. PRA”), the Financial Conduct Authority (“U.K. FCA”) and the London Stock Exchange in the
U.K. We are also subject to international money laundering and related regulations in various countries. For
example, the USA PATRIOT Act of 2001 contains measures to prevent, detect and prosecute terrorism andinternational money laundering by imposing significant compliance and due diligence obligations and creating
crimes and penalties. The Foreign Account Tax Compliance Act (“FATCA”) which was enacted in 2010 requires
foreign financial institutions (“FFIs”) to report to the U.S. Internal Revenue Service information about financial
accounts held by U.S. taxpayers, or by foreign entities in which U.S. taxpayers hold a substantial ownershipinterest. As a result, Nomura will be subject to certain reporting requirements consistent with a mutual agreement
between Japanese governmental authorities and the U.S. Treasury Department. Failure to comply with such laws,
rules or regulations could result in fines, suspension or expulsion, which could materially and adversely affect us.
Regulatory Changes. In response to the financial markets crisis, governments and regulatory authorities invarious jurisdictions have made and continue to make numerous proposals to reform the regulatory framework
for, or impose a tax or levy upon, the financial services industry to enhance its resilience against future crises,
contribute to the relevant economy generally or for other purposes. In July 2010, the U.S. enacted the DoddFrank Act which is now the subject of a multi-agency rulemaking process. The rulemakings include, (i) create atighter regulatory framework for OTC derivatives to promote transparency and impose conduct rules in thatmarketplace; (ii) establish a process for designating nonbank financial firms as Systemically Important Financial
Institutions (“SIFIs”), subject to increased (and sometimes new) prudential oversight including early remediation,
capital standards, resolution authority and new regulatory fees; (iii) prohibit material conflicts of interest between
firms that package and sell asset-backed securities (“ABS”) and firms that invest in ABS; (iv) establish risk
23

retention requirements for ABS; and (v) a number of executive compensation mandates, including rules to curtailincentive compensation that promotes excessive risk taking. The new regulatory framework for OTC derivatives
includes mandates for clearing transactions with designated clearing organizations, exchange trading, new capitalrequirements, bilateral and variation margin for non-cleared derivatives, reporting and recordkeeping, andinternal and external business conduct rules. Some U.S. derivatives rules may be applied extraterritorially andtherefore impact some non-U.S. Nomura entities.
Other aspects of the Dodd-Frank Act and related rulemakings include provisions that (i) prohibit deposittaking banks and their affiliates from engaging in proprietary trading and limit their ability to make investments
in hedge funds and private equity funds (the so-called “Volcker Rule”); (ii) empower regulators to liquidate
failing nonbank financial companies that are systemically important; (iii) provide for new systemic risk oversightand increased capital requirements for both bank and non-bank SIFIs; (iv) provide for a broader regulatory
oversight of hedge funds; and (v) new regulations regarding the role of credit rating agencies, investment
advisors and others. To facilitate the transition to the requirements of the Dodd-Frank Act, the Commodity
Futures Trading Commission issued an exemptive order in July 2013 (“Exemptive Order”) that granted market
participants temporary conditional relief from certain provisions of the Commodity Exchange Act, as amended
by the Dodd-Frank Act. As the Exemptive Order expired on December 21, 2013 some U.S. derivatives rules are
now being applied extraterritorially and are now therefore impacting some non-U.S. Nomura entities. In addition,
Title VII of the Dodd-Frank Act gives the SEC regulatory authority over “security-based swaps” which aredefined under the act as swaps based on a single security or loan or a narrow-based group or index of securities.
Security-based swaps are included within the definition of “security” under the U.S. Securities and Exchange Actof 1934 and the U.S. Securities Act of 1933. On May 1, 2013, the SEC proposed rules and interpretive guidance
addressing cross-border security-based swap activities. On June 25, 2014, the SEC finalized some (but not all) of
the cross-border rules, namely key foundational definitions and registration calculations that will become
operative once the SEC sets a timeframe for the security-based swap dealer registration process to begin.
Additionally, on April 29, 2015, the SEC proposed rules that would apply certain Dodd-Frank Act requirements
to security-based swaps of a non-U.S. person connected with its security-based swap dealing activity that itarranges, negotiates or executes using its personnel or personnel of its agent located in the United States. Once
final, these rules will also be applied extraterritorially and impact some non-U.S. Nomura entities. The exact
details of the Dodd-Frank Act implementation and ultimate impact on Nomura’s operations will depend on theform and substance of the final regulations adopted by various governmental agencies and oversight boards. In
addition to the rulemakings required by the Dodd-Frank Act, the SEC is considering other rulemakings that will
impact Nomura’s U.S. entities. While these rules have not been formally proposed, they have been publicly
reported in the U.S. Office of Management and Budget’s (“OMB”) “Current Regulatory Plan and Unified
Agenda of Regulatory and Deregulatory Actions.” The SEC’s Division of Trading and Markets is considering
recommending that the SEC propose an amendment to its net capital rule that would prohibit a broker-dealer thatcarries customer accounts from having a ratio of total assets to regulatory capital in excess of a certain level. The
Division of Trading and Markets is also considering a number of changes to equity market structure rules.
On July 19, 2011, the Financial Stability Board published a consultative document to establish a global
framework to improve authorities’ capacity to resolve failing SIFIs without systemic disruption and exposing
taxpayers to the risk of loss. The proposed measures require Global SIFIs (“G-SIFIs”) to prepare and maintainrecovery and resolution plans (“RRPs”) by December 2012. In light of such a global framework, theU.K. Financial Services Authority (“U.K. FSA”) (which has now been replaced by the U.K. PRA and FCA)
published a consultation paper on August 9, 2011 containing its proposals for RRPs. The consultation paper
covered a requirement for banks and large investment firms in the U.K. (including G-SIFIs) to prepare andmaintain RRPs. In a separate discussion paper, the U.K. FSA explores matters relevant to resolving financial
services firms, including the resolution of trading books, enhancing the resolution toolkit and bail-ins. In May
2012, the U.K. FSA published a feedback statement setting out its approach to ensure firms develop appropriate
recovery plans and resolution packs and a further update was issued by the U.K. FSA in February 2013. In
December 2013, the U.K. PRA published a policy statement setting out final rules which require banks, building
societies and U.K. PRA-regulated investment firms to produce recovery plans (identification of options to24

recover financial strength in stress situations) and resolution packs (information to support resolution planning by
the authorities). These rules were amended in January 2015 as part of the U.K. implementation of the EU Bank
Recovery and Resolution Directive (“BRRD”), which entered into force on June 12, 2014. The BRRD also aims
to implement Financial Stability Board recommendations on recovery and resolution regimes for financial
institutions and for U.K. purposes it will partially supersede the existing U.K. regime. The BRRD applies tobanks and investment firms operating in EU member states, including EU branches and subsidiaries of third
country firms. It includes requirements for the preparation of RRPs by institutions and regulators. It also createsvarious powers for EU regulators to intervene to resolve institutions at risk of failure, including the ability to sellor transfer all or part of an institution (similar to existing U.K. regulatory powers) and the introduction of a debt
write down or bail-in tool. Specific provision is also made to facilitate cross-border crisis management and therecognition of third country recovery and resolution action in relation to third country banking and investmentgroups. As part of the bail-in rules, firms will be required to maintain capital resources sufficient to meet the
stipulated minimum requirement for eligible liabilities (“MREL”). The MREL requirement will likely overlap
with the global capital standards on total loss absorbing capacity (“TLAC”) for Global Systemically Important
Banks (“G-SIBS”), which are currently under development by the Financial Stability Board and which are likely
to result in enhanced minimum capital and leverage standards for banks within scope.
There are a number of regulatory developments that impact capital requirements for U.K. regulated entities.
Most significant of these is Basel III, as adopted into EU law through the fourth Capital Requirements Directive
and Capital Requirements Regulation (together, “CRD IV”), which came into force on January 1, 2014. The aimof CRD IV is to strengthen the resilience of the EU banking sector so it is better placed to absorb economic
shocks while ensuring that banks continue to finance economic activity and growth. CRD IV sets out
requirements for minimum capital requirements for banks and investment firms and also introduced new capitaland liquidity buffers.
The new framework also modifies treatment of bank exposures to central counterparties, resulting inincreased capital charges (though still preferential relative to bilateral exposures), as well as qualifying
conditions that must be met by central counterparties before institutions may benefit from the preferential
treatment. CRD IV introduces the concept of the leverage ratio, although further legislation is required to
implement a binding requirement. The directive introduces corporate governance requirements with a more
rigorous supervision of risks by directors as well as management or supervisory boards. The rules concern thecomposition of boards, their functioning and their role in risk oversight and strategy in order to improve theeffectiveness of risk oversight by boards. The regulation requires firms to make increased Pillar 3 disclosuresabout their corporate governance arrangements. CRD IV also sets out requirements in relation to remuneration
policies including limitations on the basic salary to bonus ratio (can be raised to a maximum of 1:2 with theapproval of shareholders) for certain staff.
On October 20, 2011, the European Commission published draft legislation for the Directive on markets infinancial instruments repealing Directive 2004/39/EC of the European Parliament and of the Council. The
legislation has been split into two parts: the Markets in Financial Instruments Directive (“MiFID”) and theMarkets in Financial Instruments Regulation (“MiFIR”). On May 13, 2014, the Council of the European Union
announced that it had adopted MiFID II and MiFIR. The majority of the new rules will come into force inJanuary 2017. The legislation seeks to introduce wide-reaching changes to markets, including the extension ofmarket transparency rules into non-equities and potentially reducing the size of the OTC derivative market bymandating the clearing of such transactions through central clearing counterparties and exchanges. The newframework introduces a market structure which seeks to close certain loopholes and ensures that trading,wherever appropriate, takes place on regulated platforms. It introduces rules on high frequency trading and aims
to improve the transparency and oversight of financial markets. The revised MiFID also aims to strengthen theprotection of investors by introducing more robust organisational and conduct requirements and by strengthening
the role of management bodies. The new framework also increases the role and supervisory powers of regulatorsand establishes powers to prohibit or restrict the marketing and distribution of certain products in well-defined25

circumstances. A harmonised regime for granting access to EU professional markets for firms from third
countries, based on an equivalence assessment of third country jurisdictions by the Commission, is introduced.
In May 2014, the European Securities and Markets Authority (“ESMA”) launched the consultation process
for the implementation of the revised MiFID II and MiFIR by publishing a consultation paper and a discussion
paper. MiFID II/MiFIR contains over 100 requirements for ESMA to draft regulatory technical standards(“RTS”) and implementing technical standards (“ITS”) and to provide technical advice to the European
Commission to allow it to adopt delegated acts. The main issues covered in the papers are divided into thoseaddressing the structure, transparency and regulation of financial markets, and those aimed at strengthening
investor protection. The consultation paper requests comments on the technical advice that ESMA is required todeliver to the European Commission by December 2014 and the discussion paper will provide the basis for afurther consultation paper on the draft RTS and ITS which is expected to be issued in late 2014/early 2015. At
the U.K. level, the U.K. FCA has also published various commentary on MiFID II, including a Discussion Paper
published in March 2015, which discusses the FCA’s approach to those areas of MiFID II for which the U.K. has
discretion in relation to implementation.
The European Market Infrastructure Regulation (“EMIR”) introduces new requirements to improvetransparency and reduce the risks associated with the derivatives market. EMIR was adopted on July 4, 2012 andentered into force on August 16, 2012. EMIR applies to any entity established in the European Union that is alegal counterparty to a derivative contract, even when trading with non-EU firms. It may also have extraterritorial
impact in certain circumstances. Many of the EMIR requirements have entered into force throughout 2013 and2014, although some elements have yet to be implemented. When fully implemented, EMIR will require entities
that enter into any form of derivative contract to: report every derivative contract that they enter to a traderepository; implement new risk management standards, including operational processes and margining, for all
bilateral over-the-counter derivatives trades that are not cleared by a central counterparty; and clear, through acentral counterparty, over-the-counter derivatives that are subject to a mandatory clearing obligation. Nomura isin the process of implementing the various EMIR requirements across work streams in accordance with theirrespective compliance dates.
On October 20, 2011, the European Commission published draft legislation for the review of the Market
Abuse Directive (“MAD II”). The dossier has been split into two parts: the Market Abuse Directive (criminal
sanctions for market abuse, which the U.K. has not opted into as it will maintain its existing criminal sanctions
regime) and the Market Abuse Regulation. In June 2014 the Market Abuse Regulation and Market Abuse
Directive were published in the EU Official Journal. The Market Abuse Regulation shall enter into application in
July 2016. Member States have two years to transpose the Market Abuse Directive on criminal sanctions formarket abuse into their national law. The new rules on market abuse update and strengthen the existing
framework to ensure greater market integrity and investor protection, replacing the existing Market Abuse
Directive. The Market Abuse Directive requires all Member States to provide for harmonised criminal offencesof insider dealing and market manipulation, and to impose maximum criminal penalties of not less than 4 and 2
years imprisonment, respectively, for the most serious market abuse offences.
In February 2013, the European Commission published draft legislation for the review of the current EU
anti-money laundering rules, in the form of proposals for the Fourth Money Laundering Directive (“MLD4”).
Political agreement was reached by EU authorities on MLD4 in May 2015 and it is expected to enter into force
during the next few months and to be implemented by EU Member States in 2017. MLD4 aims to update andstrengthen the current EU anti-money laundering regime, including by implementing the standards published by
the Financial Action Task Force in 2012. MLD4 also shifts the focus of regulatory requirements further towards
a risk-based approach, which will require increasingly robust policies and procedures within regulated firms inorder to assess and monitor risk effectively. The scope of the anti-money laundering regime is also extended incertain respects and the approach to classifying third country firms will in the future be focused on “blacklisting”
of non-equivalent jurisdictions (in contrast with the current focus on positive equivalence).

26

The Alternative Investment Fund Managers Directive (“AIFMD”) entered into force on July 1, 2011. The
AIFMD was required to be implemented by EU member states by July 22, 2013 (subject to a one year
transitional period). The AIFMD and its related implementing legislation establishes a detailed framework for the
management and marketing of alternative investment funds (or “AIFs”) within the EEA. As the concept of an“AIF” is broadly defined, the AIFMD captures the majority of non-UCITs funds, including hedge funds, private
equity, debt and real estate funds.
Under the AIFMD regime, fund managers operating within the EEA are subject to extensive organizational
requirements, including mandatory authorization by an EEA regulator, substantial ongoing compliance, conductof business and disclosure requirements and the obligation to appoint an independent depositary withresponsibility for an AIF’s assets. A separate regulatory regime applies to depositaries, which must also be
authorized for this purpose. Additional restrictions and disclosure obligations apply to managers of private equity
firms which acquire material holdings in EEA companies. Non-EEA fund managers seeking to target EEA
investors are also subject, at a minimum, to a sub-set of the compliance requirements for EEA managers,
focusing mainly on disclosure. It is open to each Member State to introduce additional restrictions for third
country managers and some jurisdictions remain very restrictive in this respect. The possibility of a passporting
regime for third country managers is, however, provided for in the AIFMD and is currently under consideration
at the EU level, although further legislation would be required to introduce this. The AIFMD has material impact
for Nomura insofar as it manages and markets investment funds within the EEA (which now attracts an enhanced
compliance burden). Nomura also acts as depositary of an AIF and is accordingly subject to separate compliancerequirements and liability provisions in this capacity.
On April 1, 2013, the U.K. Financial Services Act 2012 was formally enacted (after having received Royal
Assent on December 19, 2012). The implementation of the U.K. Financial Services Act 2012 has resulted in the
U.K. FSA being replaced by a “twin peaks” approach through the U.K. PRA and U.K. FCA. The U.K. PRA wasformed as a subsidiary of the Bank of England and is responsible for the prudential supervision of a number ofbanks and deposit takers, plus certain large investment firms and insurers. It has a single objective to “promote
the safety and soundness of regulated firms.” The U.K. FCA was formed as a separate entity and is responsible
for the prudential supervision of firms not supervised by the U.K. PRA and for market conduct matters for all
authorized firms. The U.K. FCA has a single strategic objective of “making markets work well.” Nomura’s main
operating subsidiaries in the U.K. (Nomura International plc and Nomura Bank International plc) are regulated
by both the U.K. PRA and U.K. FCA.
The U.K. FCA and U.K. PRA currently maintain a regulatory regime for the individual approval andaccountability of certain senior management and other significant personnel carrying out “controlled functions”
within banks and investment firms. In July 2014, the U.K. FCA and U.K. PRA consulted on proposals for a new“Senior Managers Regime” for senior managers and a related “Certification Regime” for a wider population of
employees whose performance has the potential to pose harm to a firm or its customers. The new individual
accountability standards in this area have been developed by the FCA in response to recommendations made by
the Parliamentary Committee on Banking Standards in this area and are expected to enter into force from March
2016 onwards. When implemented these new standards will significantly increase regulatory accountability forsenior managers. The rules will also require firms to demarcate responsibilities more precisely, implement new
systems and controls for certification and share with the U.K. PRA/U.K.FCA detailed information on theirgovernance structures.
Over the past 2-3 years the U.K. FCA (and its predecessor the U.K. FSA) has worked towards introducing a
number of changes to the U.K. regulatory regime for the protection of client assets (“CASS”). These
requirements are relevant for Nomura’s U.K. entities where they hold client money and other assets on behalf of
their clients (other than in the course of deposit-taking activity). The reforms made to the CASS regime havebeen driven in large part by concerns of the U.K. FSA/FCA regarding the shortcomings of the previous rules thatwere highlighted in the U.K. case law surrounding the collapse of Lehman Brothers International (Europe). The
U.K. FCA commenced its review of the CASS regime in 2012 and published final rules in 2014, the last of which27

came into force on June 1, 2015. The reforms aim to improve the speed and efficiency with which client assets
may be distributed following the insolvency of the holding firm and to minimize negative market impact. This
has resulted in extensive changes to the rules, designed to strengthen the legal and operational requirements ofholding firms for effective segregation of client money and to enhance controls over institutions with whichclient money is deposited and third parties to whom client money is transferred. The conditions attached to
exclusions from the client money rules have also been clarified and enhanced. In addition, various changes havealso been made to the rules to give effect to EMIR requirements regarding client money held in the course ofderivatives clearing activity. The net effect of these various changes is generally to increase the operational andcompliance burden on firms that hold client money and assets. Nomura has made arrangements to implement thechanges and to review existing client arrangements where appropriate.
A number of reforms are also either pending or anticipated at the EU and/or U.K. level, which may have amaterial impact on Nomura and on EU markets generally. At the EU level, these include the Bank Structure
Regulation, Securities Financing Transactions Regulation (which are currently being debated by EU authorities)
and the Capital Markets Union initiative (together with the related review of the Prospectus Directive and the EU
securitization framework. At the U.K. level, the Fair and Effective Markets Review recently completed by the
U.K. authorities may also have a material impact on Nomura and on U.K. markets.
Regulatory Capital Rules
Japan
The FIEA requires that all Financial Instruments Firms (Category I) (“Financial Instruments Firms I”), a
category that includes NSC and NFPS, ensure that their capital adequacy ratios do not fall below 120% on a
non-consolidated basis. The FIEA also requires Financial Instruments Firms I to file monthly reports regarding
their capital adequacy ratios with the Commissioner of the FSA or the Director-General of the appropriate Local
Finance Bureau, and also to disclose their capital adequacy ratios to the public on a quarterly basis. In addition, if
the capital adequacy ratio of a Financial Instruments Firm I falls below 140%, it must file a daily report with theauthorities. The FIEA provides for actions which the Prime Minister, through the Commissioner of the FSA or
the Director-General of the appropriate Local Finance Bureau, may take if any Financial Instruments Firm I fails
to meet the capital adequacy requirement. More specifically, if the capital adequacy ratio of any Financial
Instruments Firms I falls below 120%, the Commissioner of the FSA or the Director-General of the appropriate
Local Finance Bureau may order the Financial Instruments Firm I to change its business conduct, to deposit its
property in trust, or may issue any other supervisory order that such authorities deem necessary and appropriate
to protect the interests of the general public or investors. If the capital adequacy ratio of a Financial Instruments
Firm I falls below 100%, the authorities may take further action, including the issuance of orders to temporarilysuspend its business and the revocation of its registration as a Financial Instruments Firm I under the FIEA.
Under the FIEA and regulations thereunder, the “capital adequacy ratio” means the ratio of adjusted capital
to a quantified total of business risks. Adjusted capital is defined as net worth less illiquid assets. Net worth
mainly consists of stated capital, additional paid-in capital, retained earnings, reserves for securities transactions,certain allowances for doubtful current accounts, net unrealized gains/losses in the market value of investment
securities, and subordinated debt. Illiquid assets generally include non-current assets, certain deposits andadvances and prepaid expenses. Business risks are divided into three categories: (i) market risks (i.e., risks ofasset value changes due to decline in market values and other reasons), (ii) counterparty risks (i.e., risks ofdelinquency of counterparties and other reasons) and (iii) basic risks (i.e., risks in carrying out daily businessactivities, such as administrative problems with securities transactions and clerical mistakes), each quantified in
the manner specified in a rule promulgated under the FIEA.
The FSA reviewed the FIEA and regulations thereunder in line with Basel 2.5 framework and the revised
regulations for Basel 2.5 were implemented at the end of December 2011. Market risks increased significantly asa result of the Basel 2.5 rule implementation.
28

We closely monitor the capital adequacy ratio of NSC and NFPS on a continuous basis. Since theintroduction of the capital adequacy requirement in Japan in 1989, we have at all times been in compliance withall appropriate requirements. We believe that we will continue to be in compliance with all applicable capital
adequacy requirements for the foreseeable future.
As discussed above, the FSA amended the FIEA and introduced new rules on consolidated regulation andsupervision of securities companies on a consolidated basis on April 1, 2011 to improve the stability andtransparency of Japan’s financial system and ensure the protection of investors. Following introduction of theserules, NSC was designated as a Special Financial Instruments Firm, following which we have been designated asa Final Designated Parent Company. As such, we are required to calculate consolidated regulatory capital
adequacy ratio according to the FSA’s “Establishment of standards on sufficiency of capital stock of a final
designated parent company and its subsidiary entities, etc. compared to the assets held thereby” (2010 FSARegulatory Notice No. 130; “Capital Adequacy Notice on Final Designated Parent Company”). Accordingly,
since our designation as a Final Designated Parent Company in April 2011, we now calculate our Basel rulebased consolidated regulatory capital adequacy ratio according to the Capital Adequacy Notice on Final
Designated Parent Company.
The FSA also amended the FIEA to include reporting on consolidated regulatory capital for the Final
Designated Parent Companies, effective April 1, 2011. We are subject to this reporting requirements as well as
the capital adequacy requirements described above.
The Capital Adequacy Notice on Final Designated Parent Company has been revised to be in line with
Basel 2.5 and Basel III, and we have calculated a Basel III-based consolidated capital adequacy ratio since theend of March 2013. Basel 2.5 includes significant changes in the method of calculating market risk and Basel III
includes redefinition of capital items for the purpose of requiring higher levels of capital and expansion of thescope of credit risk-weighted assets calculation.
If our capital ratios fall to the minimum level required by the FSA, our business activities may be impacted.
However, these ratios are currently at well capitalized levels. We have met all capital adequacy requirements towhich we are subject and have consistently operated in excess of the FSA’s capital adequacy requirements.
Subject to future developments in regulatory capital regulations and standards, there has been no significant
change in our capital ratios which management believes would have material impact on our operations.
The Basel Committee has issued a series of announcements regarding a broader program to strengthen theregulatory capital framework in light of weaknesses revealed by the financial crises, as described in“Consolidated Regulatory Capital Requirements” under Item 5.B of this annual report. The Capital Adequacy
Notice on Final Designated Parent Company is expected to incorporate the series of rules and standards in linewith the schedule proposed by the Basel Committee.
At the G-20 summit in November 2011, the Financial Stability Board (“FSB”) and the Basel Committeeannounced the list of global systemically important banks (“G-SIBs”) and the additional requirements to the
G-SIBs including the recovery and resolution plan. The FSB also announced the group of G-SIBs will be updated
annually and published by the FSB each November. Since November 2011, we have not been designated as a
G-SIB. On the other hand, the FSB and the Basel Committee were asked to work on extending the framework for
G-SIBs to domestic systemically important banks (“D-SIBs”) and the Basel Committee developed and publisheda set of principles on the assessment methodology and the higher loss absorbency requirement for D-SIBs.
Furthermore, the FSB and the IOSCO have published assessment methodologies for identifying Non-bank Noninsurer Global Systemically Important Financial Institutions (NBNI G-SIFIs), for public consultation, as
described in “Consolidated Regulatory Capital Requirements” under Item 5.B of this annual report.

29

Overseas
In the U.S., Nomura Securities International, Inc. (“NSI”) is registered as a broker-dealer under the
Securities Exchange Act of 1934 and as a futures commission merchant with the Commodity Futures Trading
Commission (“CFTC”). NSI is also regulated by self-regulatory organizations, such as the Financial Industry
Regulatory Authority (“FINRA”) and the Chicago Mercantile Exchange Group as its designated self-regulatoryorganization. NSI is subject to the SEC’s Uniform Net Capital Rule (“Rule 15c3-1”) and other related rules,
which require net capital, as defined under the alternative method, of not less than the greater of $1,000,000 or
2% of aggregate debit items arising from client transactions. NSI is also subject to CFTC Regulation 1.17 which
requires the maintenance of net capital of 8% of the total risk margin requirement, as defined, for all positions
carried in client accounts and nonclient accounts or $1,000,000, whichever is greater. NSI is required to maintainnet capital in accordance with the SEC, CFTC, or other various exchange requirements, whichever is greater.
Another U.S. subsidiary, Nomura Global Financial Products Inc. (“NGFP”) is registered as an OTC Derivatives
Dealer under the Securities Exchange Act of 1934. NGFP is subject to Rule 15c3-1 and applies Appendix F.
NGFP is required to maintain net capital of $20,000,000 in accordance with the SEC. Another U.S. subsidiary,
Instinet, LLC (“ILLC”) is a broker-dealer registered with the SEC and is a member of FINRA. Further, ILLC isan introducing broker registered with the CFTC and a member of the National Futures Association and various
other exchanges. ILLC is subject to Rule 15c3-1 which requires the maintenance of minimum net capital, as
defined under the alternative method, equal to the greater of $1,000,000, 2% of aggregate debit items arisingfrom client transactions, or the CFTC minimum requirement. Under CFTC rules, ILLC is subject to the greater ofthe following when determining its minimum net capital requirement: $45,000 minimum net capital required as a
CFTC introducing broker; the amount of adjusted net capital required by a futures association of which it is amember; and the amount of net capital required by Rule 15c3-1(a). As of March 31, 2014 and 2015, NSI, NGFPand ILLC were in compliance with relevant regulatory capital related requirements.
In Europe, Nomura Europe Holdings plc (“NEHS”) is regulated on a consolidated basis by the Prudential
Regulation Authority in the U.K., which imposes minimum capital adequacy requirements on NEHS. Nomura
International plc (“NIP”), the most significant of NEHS’ subsidiaries, acts as a securities brokerage and dealing
business. NIP is regulated and has minimum capital adequacy requirements imposed on it on a standalone basisby the Prudential Regulation Authority in the U.K. Nomura Bank International plc (“NBI”), another subsidiary of
NEHS, is also regulated by the Prudential Regulation Authority in the U.K. on a standalone basis. As of
March 31, 2014 and 2015, NEHS, NIP and NBI were in compliance with relevant regulatory capital related
requirements.
In Asia, Nomura International (Hong Kong) Limited (“NIHK”) and Nomura Singapore Ltd (“NSL”) areregulated by their local respective regulatory authorities. NIHK is licensed by the Securities and Futures
Commission in Hong Kong to carry out regulated activities including dealing in securities and futures contracts,
and advising on securities, futures contracts and corporate finance. With effect from April 22, 2013, NIHK
assumed from its fellow subsidiary, Nomura Securities (Hong Kong) Ltd, the roles of exchange participant andoptions trading exchange participant on the Stock Exchange of Hong Kong Ltd., futures commission merchant at
the Hong Kong Futures Exchange Ltd. and clearing participant on the Hong Kong Securities Clearing Co. Ltd.,the SEHK Options Clearing House Ltd. and HKFE Clearing Corporation Ltd. NIHK has a branch located in
Taiwan which is also regulated by its local regulators. Activities of NIHK including its branch are subject to the
Securities and Futures (Financial Resources) Rules which require it, at all times, to maintain liquid capital at alevel not less than its required liquid capital. Liquid capital is the amount by which liquid assets exceed ranking
liabilities. Required liquid capital is calculated in accordance with provisions laid down in the Securities andFutures (Financial Resources) Rules. NSL is a merchant bank with an Asian Currency Unit (“ACU”) license
governed by the Monetary Authority of Singapore (“MAS”). NSL carries out its ACU regulated activities
including, among others, securities brokerage and dealing business. The regulations require NSL to maintain aminimum capital of SGD15 million. NSL is regulated and has minimum capital adequacy requirements imposedon it on a standalone basis by the MAS in Singapore. As of March 31, 2014 and 2015, NIHK and NSL were incompliance with relevant regulatory capital related requirements.
30

In addition, certain of our other subsidiaries are subject to various securities and banking regulations, andthe capital adequacy requirements established by the regulatory and exchange authorities of the countries inwhich those subsidiaries operate. We believe that each such subsidiary is, and will in the foreseeable future be, incompliance with these requirements in all material respects.
Management Challenges and Strategies
The Nomura Group’s management vision is to enhance its corporate value by deepening society’s trust in
the firm and increasing the satisfaction of stakeholders, including shareholders and clients. In enhance its
corporate value, Nomura responds flexibly to various changes in the business environment, and emphasizes
earnings per share (“EPS”) as a management index to achieve stable profit growth, and will seek to maintainsustained improvement in this index.
In order to achieve our management objectives, we are placing top priority on ensuring that profits arerecorded by all business segments in all regions. We are committed to improving our corporate value further
through the enhancement of Retail Division by means of business model transformation as well as throughincreased profitability of our overseas operations based upon further collaboration between Global Markets andInvestment Banking.
As Asia’s global investment bank, we will continue to take appropriate measures toward phased
introduction of Basel regulations (global standards on capital requirements and liquidity) as well as forthcomingchanges in the operating environment. With regulations related to the market, such as derivatives transactions,slated to come into effect primarily in the west, we will ensure a flexible response by staying attentive to theimpact of the overall regulatory framework on the financial market and the competitive landscape.
The challenges and strategies in each division are as follows:•

Retail Division
In Retail Division, with our enhanced consulting-based business, we are aiming to increase client
satisfaction by listening to clients plans, understanding and meeting their diversified demands andneeds. We continue to focus on delivering top-quality solutions including our broad range of products
and services through face-to-face meetings, online and call center channels, so that Nomura Group cansustainably be a trusted partner to our clients.

•

Asset Management Division
In our investment trust business, we will provide clients with a diverse range of investment
opportunities to meet investors’ various needs. In our investment advisory business, we will provide
value-added investment services to our domestic and international institutional clients. We intend toincrease assets under management and expand our client base for these two core businesses. As adistinctive investment manager based in Asia with the ability to provide a broad range of products andservices, we aim to gain the strong trust of investors worldwide by making continuous efforts toimprove investment performance.

•

Wholesale Division
Global Markets has been focusing on delivering differentiated products and solutions to our clients byleveraging the Nomura Group’s capabilities in trading, research, and global distribution. Through our
integrated Fixed Income and Equities platform, we aim to provide further competitive andcomprehensive services and solutions to our clients.
In Investment Banking, we continue to enhance our global structure to further provide cross-border
M&A and financing services in both domestic and overseas markets as well as to provide solution
business services associated with said M&A and financing amid the globalization of our clients’business activities.
31

In the Wholesale Division, cooperation across business areas and regions is becoming more importantto provide quality services which meet the needs of our clients. Positioning the Asia Pacific region as
our strategic base, we plan to execute a number of business initiatives to broaden our footprint in
anticipation of medium to long term global economic growth.
Risk Management and Compliance, etc.
In order to ensure financial soundness and increasing corporate value, the risk management systems require
further developments in response to increasing global business. Nomura Group has the Risk Appetite Statementin which risks that we are willing to accept are articulated. We will continue to make efforts to develop a system
where the top management directly engages in proactive risk management for precise decision making.
With regard to compliance, we will continue to focus on improving the management structure to comply
with local laws and regulations in the countries where the Nomura Group operates. In addition to complying withlaws and regulations, we will continuously review and improve our internal compliance system and rules for the
purpose of promoting an environment of high ethical standards among all of our executive management andemployees. In this way, we will meet the expectations of society and clients toward the Nomura Group andcontribute to the further development of financial and capital markets.
The improvement measures announced on June 29, 2012 regarding the recommendations of administrative
penalties imposed on our subsidiary, Nomura Securities Co. Ltd. in 2012 in connection with public stock
offerings have been fully implemented. By thoroughly implementing the improvement measures and making
them function effectively, we aim to prevent recurrence and to regain trust; we will further enhance and reinforce
our internal control system, starting with prevention of improprieties in the provision of information to customers
and the recommendation of trading as a matter of course, and have each and every one of our executive officers
and employees uphold ethics as a professional engaged in the capital markets, while keeping the memory of theincident from fading.
Through the efforts described above, we are working to achieve our management targets and to maximize
corporate value by strengthening the earnings power of the entire Group. We will advance collaboration acrossregions and among the three divisions, and devote our efforts to the stability of financial and capital markets andto our further expansion and development as a Group.

32

C. Organizational Structure.
The following table lists the Company and its significant subsidiaries and their respective countries ofincorporation. Indentation indicates the principal parent of each subsidiary. Proportions of ownership interest
include indirect ownership.
Name

Country

Ownership
Interest

Nomura Holdings, Inc. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura Securities Co., Ltd. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura Asset Management Co., Ltd. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
The Nomura Trust & Banking Co., Ltd. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura Babcock & Brown Co., Ltd. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura Capital Investment Co., Ltd. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura Investor Relations Co., Ltd. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura Financial Partners Co., Ltd. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura Funds Research and Technologies Co., Ltd. . . . . . . . . . . . . . . . . . . . .
Nomura Research & Advisory Co., Ltd. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura Business Services Co., Ltd. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura Facilities, Inc. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura Institute of Capital Markets Research . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura Healthcare Co., Ltd. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura Private Equity Capital Co., Ltd. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura Agri Planning & Advisory Co., Ltd. . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura Land and Building Co., Ltd. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
The Asahi Fire & Marine Insurance Co., Ltd. . . . . . . . . . . . . . . . . . . . . . .
Nomura Financial Products & Services, Inc. . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura Holding America Inc. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura Securities International, Inc. . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura Corporate Research and Asset Management Inc. . . . . . . . . . . . .
Nomura Derivative Products Inc. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura America Mortgage Finance, LLC . . . . . . . . . . . . . . . . . . . . . . . .
Nomura Global Financial Products, Inc. . . . . . . . . . . . . . . . . . . . . . . . . . .
NHI Acquisition Holding, Inc. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Instinet Incorporated . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura Europe Holdings plc . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura International plc . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura Bank International plc . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Banque Nomura France . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura Bank (Luxembourg) S.A. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura Bank (Switzerland) Ltd. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura Investment Banking (Middle East) B.S.C. (c) . . . . . . . . . . . . . . .
Nomura Europe Finance N.V. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura Capital Markets Limited . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura European Investment Limited . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura Asia Holding N.V. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura International (Hong Kong) Limited . . . . . . . . . . . . . . . . . . . . . .
Nomura Singapore Limited . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura Australia Limited . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
P.T. Nomura Indonesia . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura Asia Investment (India Powai) Pte. Ltd. . . . . . . . . . . . . . . . . . . . . . . .
Nomura Services India Private Limited . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura Financial Advisory and Securities (India) Private Limited . . . . . . . . .
Nomura Asia Investment (Fixed Income) Pte. Ltd. . . . . . . . . . . . . . . . . . . . . .
Nomura Asia Investment (Singapore) Pte. Ltd. . . . . . . . . . . . . . . . . . . . . . . . .
Capital Nomura Securities Public Co., Ltd. . . . . . . . . . . . . . . . . . . . . . . .

Japan
Japan
Japan
Japan
Japan
Japan
Japan
Japan
Japan
Japan
Japan
Japan
Japan
Japan
Japan
Japan
Japan
Japan
Japan
U.S.
U.S.
U.S.
U.S.
U.S.
U.S.
U.S.
U.S.
U.K.
U.K.
U.K.
FranceLuxemburg
Switzerland
Bahrain
The Netherlands
U.K.
U.K.
The Netherlands
Hong Kong
Singapore
Australia
Indonesia
Singapore
India
India
Singapore
Singapore
Thailand

—
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
52
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
96
100
100
100
100
100
86

(%)

33

D. Property, Plants and Equipment.
Our Properties
As of March 31, 2015, our principal head office is located in Tokyo, Japan and occupies 991,561 square feetof office space. Our other major offices in Japan are our Osaka branch office, which occupies 125,217 square
feet, our Nagoya branch office, which occupies 82,914 square feet, and the head office of NAM in Tokyo, which
occupies 157,231 square feet.
As of March 31, 2015, our major offices outside Japan are the head offices of NIP located in London, which
occupies 458,626 square feet, the New York head office of Nomura Securities International, Inc., which occupies
187,864 square feet, and the offices of Nomura International (Hong Kong) Limited located in Hong Kong which
occupies 146,389 square feet. We lease most of our overseas office space.
As of March 31, 2015, the major office of Nomura Services India Private Limited, our specialized service
company in India, occupies 476,271 square feet.
As of March 31, 2015, the aggregate book value of the land and buildings we owned, including capitalleases was ¥196 billion, and the aggregate book value of equipment we owned, including communications anddata processing facilities, was ¥46 billion.
Item 4A. Unresolved Staff Comments
We are a large accelerated filer as defined in Rule 12b-2 under the Securities Exchange Act of 1934. There
are no written comments which have been provided by the staff of the Securities and Exchange Commission
regarding our periodic reports under that Act not less than 180 days before the end of the fiscal year ended
March 31, 2015 and which remain unresolved as of the date of the filing of this annual report with theCommission.
Item 5. Operating and Financial Review and Prospects
A. Operating Results.
You should read the following discussion of our operating and financial review and prospects together with
Item 3.A “Selected Financial Data” of this annual report and our consolidated financial statements included
elsewhere in this annual report.
This discussion and analysis contains forward-looking statements that involve risks, uncertainties andassumptions. Our actual results may differ materially from those anticipated in these forward-looking statements
as a result of factors, including, but not limited to, those under Item 3.D “Risk Factors” and elsewhere in thisannual report.
Business EnvironmentJapan
The Japanese economy was strongly affected in the first half of the fiscal year ended March 31, 2015, by theincrease in the consumption tax rate implemented in April 2014. Japan’s real gross domestic product (“GDP”)
contracted sharply between April and June 2014 at an annualized rate of 6.4% (according to Cabinet Office
figures announced on March 9, 2015) in reaction to increased demand ahead in the increase in the consumption
tax rate. Between July and September 2014, real GDP contracted for a second consecutive quarter, at anannualized rate of 2.6%, despite expectations of recovery. Although support came from public investment as partof the Japanese government’s economic stimulus policy, private sector demand in the form of consumer spending
and capital investment declined more than anticipated. In October 2014, in response to these economic
34

developments, the Bank of Japan decided to implement additional monetary easing to preempt the risk of a delayin the turnaround of the deflation mindset. In addition, the Japanese government deferred the timing of further
increase in consumption tax rate to 10% from October 2015 to April 2017 and adopted new economic stimulus
measures in the FY14 supplementary budget. Meanwhile, Japan’s exports, after persistent weakness, increased
year-on-year between July and September 2014 supported by expansion in overseas economies. Driven byexternal demand, Japan’s real GDP returned to positive growth between October and December 2014, at anannualized rate of 1.5%.
In terms of corporate earnings, profits continued to rise in sectors with high sensitivity to foreign currency
exchange rate movements supported by economic recovery overseas and the depreciation of the Japanese Yen
under Abenomics, but fell in sectors exposed to rapid declines in resource prices and a reactive decline indemand following the increase in the consumption tax rate. Overall, profits appear to have risen for a third
consecutive year. Profits rose markedly in the automotive, electronics and precision instruments sectors, andother sectors where earnings are sensitive to foreign currency rate movements, and in the utilities sector, which
benefited from declines in crude oil prices and rate hikes by some electric power companies. Sectors that madelarge negative contributions to overall profits were retail, which felt the impact of a reactive decline in demandfollowing the increase in the consumption tax rate, trading companies, which recognized asset impairment
charges in response to steep falls in resource prices, and the chemical sector, where companies’ inventory
valuation losses expanded sharply owing to steep declines in crude oil prices. As of April 20, 2015, we estimatethat recurring profits at major companies (those in the Russell/Nomura Large Cap Index) increased by 6% yearon-year compared with the fiscal year ended March 31, 2014, with growth declining from 37% in the prior fiscal
year.
The stock market made solid gains until September 2014, due to the positive market expectations of public
pension fund investment policy reforms and the return in consumer purchases after the downturn in the wake of
consumption tax hike. The market fell sharply in October amid growing concerns over an end to quantitativeeasing in the U.S. and the spread of Ebola, but recovered at the end of the month in the wake of the Bank ofJapan’s decision to implement additional monetary easing measures and the announcement by the Government
Pension Investment Fund (“GPIF”) that it would raise the proportion of its investments allocated to Japaneseequities. The market made further gains from February 2015 amid expectations of rising wages in Japan and of
shareholder returns at Japanese companies, supported by quantitative easing by the European Central Bank(“ECB”). The Tokyo Stock Price Index (“TOPIX”) advanced 28.3% over the course of the fiscal year, from
1,202.89 at the end of March 2014 to 1,543.11 at the end of March 2015. The Nikkei Stock Average rose 29.5%
over the fiscal year, from 14,827.83 at the end of March 2014 to 19,206.99 at the end of March 2015.
The Japanese government debt securities market saw significant volatility after reaching a record high. The
yield on newly issued 10-year Japanese government debt securities started at around 0.6% in April 2014 , thensteadily declined owing to economic slowing following the increase in the consumption tax rate and the impact
of monetary easing by the Bank of Japan, before the pace of decline picked up speed after additional monetaryeasing measures were unexpectedly announced on October 31. Short- and medium-term Japanese government
debt securities were at one point trading at negative yields. The yield on newly issued 10-year Japanese
government debt securities reached a record low of 0.195% on January 19, 2015, amid growing expectations ofadditional monetary easing by the Bank of Japan and declining inflationary expectations prompted by sharp
declines in crude oil prices from October. The Japanese government debt securities market subsequently
rebounded sharply as inflationary expectations returned due to an upturn in crude oil prices and diminishingexpectations of additional monetary easing by the Bank of Japan. However, the yield on newly issued 10-year
Japanese government debt securities fell again to 0.405% in March 2015 as European interest rates declined in
the wake of the ECB’s monetary easing that began on March 9, 2015.
In the foreign exchange markets, the value of the Japanese Yen against the U.S. Dollar was influenced bydevelopments in the U.S. economy, additional monetary easing by the Bank of Japan, and the shift in public
pension fund reallocations, and against the Euro on expectations of monetary easing by the ECB. The Japanese35

Yen had been trading at the ¥103 level versus the U.S. Dollar and the ¥142 level versus the Euro at the start of
the year ended March 31, 2015. At the start of the fiscal year, the foreign exchange markets were significantly
affected by easing of the impact of Abenomics and, in North America, monetary policy and the economic impactof an unusually cold winter. The U.S. Dollar traded around the ¥102 level until September 2014. From
September, the U.S. Dollar appreciated rapidly to reach almost ¥110 in tandem with growing expectations ofhigher U.S. interest rates. The U.S. Dollar appreciated sharply to the ¥120 level after the announcement by the
Bank of Japan of additional monetary easing and by the GPIF of changes to its basic portfolio on October 31,
2014. From January 2015, the U.S. Dollar traded around the ¥120 level as expectations of rising interest rates
retreated owing partly to an unusually cold winter in the U.S. Meanwhile, the Euro weakened against theJapanese Yen against a backdrop of political and economic confrontation between the EU and Russia over thecrisis in Ukraine. The ECB introduced negative interest rates and adopted other economic stimulus measures in
September 2014, following which the Japanese Yen reached the ¥135 level against the Euro in the middle of
October 2014. Between October and December 2014, the Euro rose to nearly to the ¥150 level as the Japanese
Yen depreciated sharply. However, market expectations of monetary easing by the ECB quickly gained groundfrom December 2014 amid growing deflationary risks in the Eurozone chiefly because of rapid declines in crude
oil prices. After January 2015, the Euro depreciated sharply to the high end of the ¥120 level against the
backdrop of the introduction of monetary easing and the uncertain outlook of the situation in Greece.
Overseas
The global economy saw gradual improvement in the fiscal year ended March 31, 2015. In the U.S., theFederal Reserve Board (“FRB”) began looking for an opportunity to raise interest rates in October 2014 afterending its QE3 asset purchase program against a backdrop of economic recovery. Whereas between October andDecember 2014, the Japanese economy pulled out of the quarter-on-quarter contraction that had followed in thewake of the increase in the consumption tax rate and Eurozone conditions improved to enable sustained
economic growth. In emerging Asian economies apart from China, steady economic growth continued. For the
global economy, however, destabilizing factors remained due to slowing economic growth in China, and inEurope, economic sanctions against Russia over the Ukraine situation and deadlock in the Greek fiscal crisis.
Meanwhile, geopolitical disruption in the Middle East and North Africa became a factor as crude oil prices, after
remaining high in the first half of the fiscal year ended March 31, 2015, declined sharply in the second half of the
fiscal year partly as the result of Saudi Arabia abandoning its policy of maintaining high prices. The decline incrude oil prices impacted the economies of net oil exporting countries while benefiting the economies of net oil
importing countries.
In the U.S., the FRB started to scale back its asset purchases under QE3 from early 2014, ending purchases
at the end of October 2014, but there was no major reaction in financial markets. On the fiscal policy front, 2014
saw no major disruption, unlike 2013, which was marked by tax increases, spending cuts, and a government
shutdown. U.S. real GDP growth in year 2014 was 2.4% year-on-year, close to the 2.2% in 2013, as sharpslowing between January and March 2014 owing to an unusually cold winter and other factors was followed byrecovery between April and June 2014. The sharp appreciation of the U.S. Dollar from September 2014 to March
2015 put downward pressure on corporate earnings and exports. The steep decline in crude oil prices from
October 2014, meanwhile, led to a marked slowing in oil extraction. The U.S. stock market made solid gains
throughout 2014, but saw striking volatility from around October 2014 amid concerns over economic slowing
overseas, steep declines in crude oil prices, U.S. Dollar appreciation, and the approach of interest-rate hikes by
the FRB, with the pace of gains slowing notably upon entering 2015. The Dow Jones Industrial Average rosefrom 16,457.66 at the end of March 2014 to 17,776.12 at the end of March 2015, a gain of 8.0%. The yield on
10-year U.S. Treasuries was around 2.7% at the end of March 2014, but fell to around 1.9% at the end of March
2015 after sustaining declines under pressure from falling overseas interest rates and crude oil prices.
In Europe, Eurozone real GDP expanded 0.9% year-on-year in 2014, growing for the first time since 2011.
Growth was supported by a boost in consumer spending as disposable incomes rose with declines in crude oil
prices and shrinking fiscal deficits in some countries, diminishing their negative economic impact. Amid a36

downtrend in Eurozone inflation rates partly because of declining crude oil prices, the ECB, concerned about the
emerging risks of deflation, lowered its deposit facility interest rate (used for national central bank overnight
deposits) to minus 0.1% in June 2014, taking further measures to lower rates in September 2014. In addition, the
ECB announced monetary easing steps in January 2015 and began purchases of government debt securities inMarch 2015. As a result of the ECBs monetary easing measures, the yield on German 10-year government debt
securities fell to a new record low of 0.1% in March. European stock markets became liquidity driven, with thebenchmark German stock index (“DAX”) reaching a record high and rising 25.2% over the year until the end of
March 2015.
In Asia, China’s real GDP lost momentum, with growth slowing to 7.4% in 2014 down from 7.7% in 2013.
Between January 2015 and March 2015, growth was 7.0% year-on-year, quickly moving into alignment with thegovernment’s full-year target. The country’s real estate market, about which there had been concerns ofoverheating, entered a correction phase in the second half of 2014, and there was a clear slowing in fixed asset
investment, which had driven the Chinese economy over many years. In this environment, the government,
seeking to prevent further economic deterioration while also pushing ahead with structural reform, beganmonetary easing in November 2014, and in February 2015, it decided to expand infrastructure investment. The
stock market gained momentum from mid-2014 supported by a succession of initial public offerings against a
backdrop of regulatory easing, with the Shanghai Stock Exchange Composite Index rising 84.3% over the year to
the end of March 2015. Asian emerging economies other than China gradually firmed, supporting sustained
stable growth. With global trade expanding only slowly, however, many Asian countries saw the need to
implement structural changes to economies that have become export focused. In India, the Narendra Modi
government, which assumed office in May 2014, has been tackling structural reforms and fiscal consolidation,
while in Indonesia, the Joko Widodo administration, which assumed office in October 2014, has been moving to
expand infrastructure and reform subsidy programs. In Thailand, the military took power in May 2014 but thepolitical stability that ensued helped to halt economic deterioration.
Executive Summary
During the fiscal year ended March 31, 2015, the global economy saw gradual improvement. In the U.S.,
amid an environment where monetary easing was reduced and phased out, corporate earnings increased, due tohigher consumer spending and an improved labor market. In Europe, as a result of a number of monetary easing
policies by the ECB, positive economic growth was achieved in 2014. Emerging economies in Asia, other thanChina, also sustained stable growth. Overall, these positive factors have contributed towards generating more
activity in global equity markets, resulting in global equity indices surpassing levels at the start of the year.
In Japan, consumer spending and public investment were stagnant in the first half of the year as a result of
the increase in consumption tax rates implemented in April 2014. Nonetheless, Japan’s real GDP increased
during the quarter ended December 2014 in comparison to the previous quarter. This was driven by theunexpected decision by the Bank of Japan in October 2014 to implement further monetary easing policies,
improved global business conditions, and an increase in expectations toward domestic economy as a result ofcontinuing depreciation of the Japanese Yen and a fall in crude oil prices. The TOPIX advanced from 1,202.89
points at the end of March 2014 to 1,543.11 points at the end of March 2015. The Nikkei Stock Average rosefrom 14,827.83 at the end of March 2014 to 19,206.99 at the end of March 2015. The U.S. Dollar-Japanese Yen
exchange rate at the end of March 2014 was approximately at the ¥103 level and continued to be relatively flat
until the middle of the fiscal year. However, the Japanese Yen averaged around the ¥120 level during the second
half of the year, after reaching at one time a low of ¥121. Yields on Japanese government debt securities alsosteadily declined during the year with the yield on newly issued 10-year Japanese government debt securities
being around 0.6% in April 2014 and reaching a record low of 0.195% in January 2015.
From a regulatory perspective, the Financial Services Agency of Japan announced various widespread
regulatory reforms in March 2015, including the implementation of the Basel III Leverage Ratio capitalrequirement for financial institutions. These reforms, which Nomura will be monitoring closely, will be
implemented in phases and are intended to tighten the supervision of domestic and foreign financial institutions.
37

Amid this environment and under the basic philosophy of placing our clients at the heart of everything wedo, we strove to provide clients with high value-added products and services, and made efforts to expand
revenues. Our Retail Division conducted consulting-based sales activities. Our Asset Management Division
worked to increase assets under management and improve investment performance. Our Wholesale Division
made efforts to expand its revenue base through cross-regional and cross-business collaboration.
As a result of these efforts, we recognized net revenue of ¥1,604.2 billion for the year ended March 31,
2015, a 3.0% increase from the previous fiscal year. Non-interest expenses increased 5.2% to ¥1,257.4 billion,
income before income taxes was ¥346.8 billion, and net income attributable to the shareholders of Nomura
Holdings, Inc. was ¥224.8 billion, the second highest level (after the record high recognized during the fiscal year
ended March 31, 2006) since we adopted U.S. GAAP in the year ended March 31, 2002. Return on equity(“ROE”) was 8.6%. EPS(1) for the year ended March 31, 2015 was ¥60.03, an increase from ¥55.81 for the year
ended March 31, 2014.
We have decided to pay a dividend of ¥13 per share to shareholders of record as of March 31, 2015. As aresult, the total annual dividend was ¥19 per share.
(1) Diluted net income attributable to Nomura Holdings’ shareholders per share.
In our Retail Division, net revenue for the year ended March 31, 2015 decreased by 6.9% from the previous
fiscal year to ¥476.5 billion, primarily due to decreasing commissions from the distribution of investment trusts
and brokerage services. Non-interest expenses decreased by 1.6% to ¥314.7 billion. As a result, income before
income taxes decreased by 15.7% to ¥161.8 billion. We continue to make progress on services and products
through offering investment advice to best meet diversified client needs. As a result, sales of investment trusts
and discretioniary investment contracts increased due to our efforts in expanding the asset under management.
Total Retail client assets under management increased to a new record high of ¥109.5 trillion from ¥91.7 trillion
at the end of the previous fiscal year.
In our Asset Management Division, net revenue for the year ended March 31, 2015 increased by 14.8%
from the previous fiscal year to ¥92.4 billion. Non-interest expenses increased by 12.9% to ¥60.3 billion. As aresult, income before income taxes increased by 18.4% to ¥32.1 billion. In our investment trust business, assets
under management increased because of an influx of funds mostly for stock investment trusts and the improved
market environment. We provided new funds in response to customer demands and increased asset size ofexisting funds. In particular, funds focused on infrastructure-related companies and global high dividend stocks,
and funds specializing in fund wraps contributed to the increase in assets under management. We also provided
unique Exchange Traded Funds (“ETFs”), which track the performance of the JPX400 Nikkei index and Nikkei
225 leveraged index, in addition to traditional ETFs. As a result, assets under management increased by¥8.5 trillion from the end of the previous fiscal year to ¥39.3 trillion as of March 31, 2015.
In our Wholesale Division, net revenue for the year ended March 31, 2015 increased by 3.2% from theprevious fiscal year to ¥789.9 billion. The first half of the year saw solid results overall. The second half of theyear began with slower performance, particularly in the U.S. and Europe, which was due to a challenging trading
environment especially in October, with a sharp decline in yields and a jump in volatility; however, net revenue
significantly improved during the fourth quarter. Regionally, Japan and Asia showed the largest contributions forthe fiscal year. Non-interest expenses rose by 8.3% to ¥707.7 billion, impacted by a weak Japanese Yen andpartially offset by cost reduction and efficiency measures. Income before income taxes decreased by 26.5% to¥82.2 billion.

38

Results of Operations
Overview
The following table provides selected consolidated statements of income information for the years ended
March 31, 2013, 2014 and 2015.
Millions of yen, except percentages
Year ended March 31
2013
2014
2015

Non-interest revenues:
Commissions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fees from investment banking . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Asset management and portfolio service fees . . . . . . . . . . . . . . . . . .
Net gain on trading . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Gain on private equity investments . . . . . . . . . . . . . . . . . . . . . . . . . .
Gain on investments in equity securities . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 358,210
62,353
141,888367,979
8,053
38,686
708,767¥ 473,121
91,301
168,683
476,356
11,39215,156
179,485¥ 453,401
95,083203,387
531,337
5,502
29,410175,702

Total Non-interest revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net interest revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

1,685,936
127,695

1,415,494
141,576

1,493,822
110,354

Net revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Non-interest expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

1,813,631
1,575,901

1,557,070
1,195,456

1,604,176
1,257,417

Income before income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Income tax expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

237,730
132,039

361,614145,165

346,759
120,780

Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Less: Net income (loss) attributable to noncontrolling interests . . . . . . . .

¥ 105,691 ¥ 216,449(1,543)2,858¥ 225,979
1,194

Net income attributable to NHI shareholders . . . . . . . . . . . . . . . . . . . . . .

¥ 107,234¥ 224,785

Return on equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

4.9%¥ 213,591
8.9%

8.6%

Net revenue increased by 3% from ¥1,557,070 million for the year ended March 31, 2014 to¥1,604,176 million for the year ended March 31, 2015. The increase includes the impact of exchange rate
fluctuations, especially depreciation of the Japanese Yen, on revenues generated by our overseas businesses.
Commissions decreased by 4 % from ¥473,121 million for the year ended March 31, 2014 to ¥453,401 million
for the year ended March 31, 2015 primarily due to a decrease in commissions received from the distribution of
investment trusts and brokerage commissions received from equity and equity-related products, particularly inJapan. Fees from investment banking increased by 4% from ¥91,301 million for the year ended March 31, 2014
to ¥95,083 million for the year ended March 31, 2015 primarily due to revenue from our solution businesses
associated with M&As and fund raising. Asset management and portfolio service fees increased by 21% from
¥168,683 million for the year ended March 31, 2014 to ¥203,387 million for the year ended March 31, 2015
primarily due to an increase in assets under management driven by market appreciation and the contribution of
the new subsidiary acquired during the year ended March 31, 2015. Net gain on trading increased by 12% from¥476,356 million for the year ended March 31, 2014 to ¥531,337 million for the year ended March 31, 2015,
primarily driven by the favourable trading environment, particularly in Japan and Asia. Net gain on trading also
included total losses of ¥4.3 billion attributable to changes in Nomura’s own creditworthiness with respect toderivative liabilities and financial liabilities for which the fair value option has been elected. This net loss wasprimarily due to the tightening of Nomura’s credit spreads during the period. Gain on private equity investments
decreased by 52% from ¥11,392 million for the year ended March 31, 2014 to ¥5,502 million for the year ended
March 31, 2015 primarily due to the recognition of unrealized gains from our investment in Ashikaga Holdings
Co., Ltd. (“Ashikaga Holdings”) following its listing on the Tokyo Stock Exchange during the year ended
March 31, 2014. Other decreased by 2% from ¥179,485 million for the year ended March 31, 2014 to39¥175,702 million for the year ended March 31, 2015, primarily due to the gain recognized in connection with thedisposal of our investment in Fortress during the year ended March 31, 2014, which was partially offset by anincrease in net income from other affiliated companies.
Net revenue decreased by 14% from ¥1,813,631 million for the year ended March 31, 2013 to¥1,557,070 million for the year ended March 31, 2014 primarily due to the deconsolidation of Nomura Real
Estate Holdings Inc. (“NREH”), a subsidiary of Nomura Land and Buildings Co., Ltd (“NLB”) in March 2013
which was partially offset by the impact of exchange rate fluctuations, especially depreciation of theJapanese Yen, on revenues generated by our overseas businesses. Commissions increased by 32% from¥358,210 million for the year ended March 31, 2013 to ¥473,121 million for the year ended March 31, 2014
primarily due to an increase in brokerage commissions received from equity and equity-related products,
particularly in Japan. Fees from investment banking increased by 46% from ¥62,353 million for the year ended
March 31, 2013 to ¥91,301 million for the year ended March 31, 2014 primarily due to an increase incommissions received from equity and equity-related products as a result of increased client financing demands
in a background of active stock market conditions. Asset management and portfolio service fees increased by
19% from ¥141,888 million for the year ended March 31, 2013 to ¥168,683 million for the year ended March 31,
2014 primarily due to an increase in assets under management driven by continuing fund inflows. Net gain on
trading increased by 30% from ¥367,979 million for the year ended March 31, 2013 to ¥476,356 million for theyear ended March 31, 2014, primarily driven by the increase in revenue from our Equities business within Global
Markets. Net gain on trading also included total losses of ¥15.6 billion attributable to changes in Nomura’s own
creditworthiness with respect to derivative liabilities and financial liabilities for which the fair value option has
been elected. This net loss was primarily due to the tightening of Nomura’s credit spreads during the period.
Gain on private equity investments increased by 42% from ¥8,053 million for the year ended March 31, 2013 to¥11,392 million for the year ended March 31, 2014 primarily due to the recognition of unrealized gains from ourinvestment in Ashikaga Holdings following its listing on the Tokyo Stock Exchange during the year ended
March 31, 2014. Other decreased by 75% from ¥708,767 million for the year ended March 31, 2013 to¥179,485 million for the year ended March 31, 2014, primarily due to the deconsolidation of NREH. Other forthe year ended March 31, 2013 included ¥663,466 million of revenue from NLB and its related subsidiaries.
Net interest revenue was ¥127,695 million for the year ended March 31, 2013, ¥141,576 million for the year
ended March 31, 2014 and ¥110,354 million for the year ended March 31, 2015. Net interest revenue is afunction of the level and mix of total assets and liabilities, which includes trading assets and financing andlending transactions, and the level, term structure and volatility of interest rates. Net interest revenue is an
integral component of trading activity. In assessing the profitability of our overall business and of our Global
Markets business in particular, we view net interest revenue and non-interest revenues in aggregate. For the year
ended March 31, 2015, interest revenue increased by 5%, primarily due to an increase in dividend income andinterest income on reverse repurchase agreements and interest expense increased by 19%, primarily due to anincrease in interest expense on securities borrowed. As a result, Net interest revenue for the year ended March 31,
2015 decreased by ¥31,222 million from the year ended March 31, 2014. For the year ended March 31, 2014,
interest revenue increased by 6%, primarily due to an increase in dividend income and interest income on reverse
repurchase agreements and interest expense increased by 3%, primarily due to an increase in interest expense on
repurchase agreements. As a result, Net interest revenue for the year ended March 31, 2014 increased by¥13,881 million from the year ended March 31, 2013.
Gain on investments in equity securities was ¥38,686 million for the year ended March 31, 2013,¥15,156 million for the year ended March 31, 2014 and ¥29,410 million for the year ended March 31, 2015. Thisline item includes both realized and unrealized gains and losses on investments in equity securities held for
operating purposes which are our investments in unaffiliated companies, which we hold on a long-term basis inorder to promote existing and potential business relationships.
Non-interest expenses for the year ended March 31, 2015 increased by 5% from ¥1,195,456 million for theyear ended March 31, 2014 to ¥1,257,417 million primarily due to an increase in fees paid by our Asset40

Management business as a result of increase in asset under management, increases in other various expenses as aresult of the new Asian subsidiaries acquired during the year ended March 31, 2015, and the impact of exchange
rate fluctuations, especially depreciation of the Japanese Yen, on expenses incurred by our overseas businesses.
Non-interest expenses for the year ended March 31, 2014 decreased by 24% from ¥1,575,901 million for theyear ended March 31, 2013 to ¥1,195,456 million primarily due to the deconsolidation of NREH in March 2013
which was partially offset by the impact of exchange rate fluctuations, especially depreciation of the JapaneseYen, on expenses incurred by our overseas businesses. Other expenses decreased by 67% from ¥616,463 million
to ¥202,754 million primarily due to the deconsolidation of NREH. For the year ended March 31, 2013, otherexpenses included ¥481,641 million related to NLB and its subsidiaries.
Income before income taxes was ¥237,730 million for the year ended March 31, 2013, ¥361,614 million forthe year ended March 31, 2014 and ¥346,759 million for the year ended March 31, 2015.
We are subject to a number of different taxes in Japan and have adopted the consolidated tax filing system
permitted under Japanese tax law. The consolidated tax filing system only imposes a national tax. As a result ofrevisions to domestic tax laws during the third quarter ended December 31, 2011 and the fourth quarter ended
March 31, 2014, Nomura’s domestic effective statutory tax rate was approximately 38% for the fiscal years
ended March 31, 2013 and March 31, 2014, and decreased to approximately 36% for the fiscal year ended
March 31, 2015. Furthermore, as a result of revision to domestic tax laws on March 31, 2015, Nomura’s effective
statutory tax rate will decrease from approximately 36% to 33% for fiscal years beginning on or after April 1,2015 and will decrease to approximately 32% for fiscal years beginning on or after April 1, 2016. Our foreignsubsidiaries are subject to the income taxes of the countries in which they operate, which are generally lower
than those in Japan. The Company’s effective statutory tax rate in any one year is therefore dependent on ourgeographic mix of profits and losses and also on the specific tax treatment applicable in each location.
Income tax expense for the year ended March 31, 2015 was ¥120,780 million, representing an effective tax
rate of 34.8%. The significant factors causing the difference between the effective tax rate of 34.8% and theeffective statutory tax rate of 36% were non-deductible expenses which increased the effective tax rate by 5.9%,changes in deferred tax valuation allowance which increased the effective tax rate by 5.1% but partially offset by
non-taxable revenue which decreased the effective tax rate by 4.7%.
Income tax expense for the year ended March 31, 2014 was ¥145,165 million, representing an effective tax
rate of 40.1%. The significant factors causing the difference between the effective tax rate of 40.1% and theeffective statutory tax rate of 38% were non-deductible expenses which increased the effective tax rate by 7.7%,
the effect of the tax positions of foreign subsidiaries which increased the effective tax rate by 6.3% as partially
offset by changes in deferred tax valuation allowance which decreased the effective tax rate by 9.8%.
Income tax expense for the year ended March 31, 2013 was ¥132,039 million, representing an effective tax
rate of 55.5%. The significant factors causing the difference between the effective tax rate of 55.5% and theeffective statutory tax rate of 38% were non-deductible expenses which increased the effective tax rate by 12.9%,
the effect of tax positions of foreign subsidiaries which increased the effective tax rate by 10.0% as partially
offset by non-taxable revenue which decreased the effective tax rate by 9.3%.
Net income attributable to NHI shareholders was ¥107,234 million for the year ended March 31, 2013,¥213,591 million for the year ended March 31, 2014 and ¥224,785 million for the year ended March 31, 2015,
respectively. Our return on equity for the year ended March 31, 2013, 2014 and 2015 was 4.9%, 8.9% and 8.6%,
respectively.

41

Results by Business Segment
Our operating management and management reporting are prepared based on our Retail, Asset Management
and Wholesale Divisions and we disclose business segment information in accordance with this structure. Gainon investments in equity securities, our share of equity in the earnings (losses) of affiliates, corporate items andother financial adjustments are included as “Other” operating results outside of business segments in our segment
information. Unrealized gain (loss) on investments in equity securities held for operating purposes is classified asa reconciling items outside of our segment information. The following segment information should be read in
conjunction with Item 4.B “Business Overview” of this annual report and Note 21 “Segment and geographic
information” in our consolidated financial statements included in this annual report. The reconciliation of oursegment results of operations and consolidated financial statements is provided in Note 21 “Segment andgeographic information” in our consolidated financial statements included in this annual report.
RetailIn our Retail Division, our sales activities focus on providing consultation services and investment proposals
to clients for which we receive commissions and fees. Additionally, we receive fees from asset managementcompanies in connection with administration services we provide in connection with investment trust certificatesthat we distribute. We also receive agent commissions from insurance companies for the insurance products wesell as an agent.
Operating Results of Retail
Millions of yen
Year ended March 31
2013
2014
2015

Non-interest revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net interest revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥394,294
3,631¥505,911
6,005¥471,565
4,940

Net revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Non-interest expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

397,925
297,297

511,916
319,915

476,505
314,675

Income before income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥100,628¥192,001¥161,830

Net revenue decreased by 7% from ¥511,916 million for the year ended March 31, 2014 to ¥476,505 million
for the year ended March 31, 2015, primarily due to decreasing commissions from the distribution of investment
trusts and brokerage services.
Net revenue increased by 29% from ¥397,925 million for the year ended March 31, 2013 to¥511,916 million for the year ended March 31, 2014, primarily due to increasing brokerage commissions fromequity and equity-related products and the distribution of investment trusts.
Non-interest expenses decreased by 2% from ¥319,915 million for the year ended March 31, 2014 to¥314,675 million for the year ended March 31, 2015, primarily due to decreases in compensation and benefits,
expenditures incurred in implementing the Nippon (Japan) Individual Savings Account (“NISA”) and also adecrease in information technology-related expenses.
Non-interest expenses increased by 8% from ¥297,297 million for the year ended March 31, 2013 to¥319,915 million for the year ended March 31, 2014, primarily due to increases in compensation and benefits andexpenditures incurred in implementing NISA.
Income before income taxes was ¥100,628 million for the year ended March 31, 2013, ¥192,001 million forthe year ended March 31, 2014, and ¥161,830 million for the year ended March 31, 2015.
42

The graph below shows the revenue generated by instrument in terms of Retail non-interest revenues for theyears ended March 31, 2013, 2014, and 2015.
2%

1%

13%

12%

100%

5%

16%
80%
33%
41%

30%

60%

40%
37%

20%

32%

20%
24%
17%

17%

2014

2015

0%
2013
Bonds

Equities

Investment trusts

Asset Management

Insurance

As shown above, revenue from Equities decreased from 37% for the year ended March 31, 2014 to 32% for
the year ended March 31, 2015. Revenue from Investment trusts and Asset Management increased from 45% for
the year ended March 31, 2014 to 46% for the year ended March 31, 2015. Revenue from Bonds was 17% for theyears ended March 31, 2014 and 2015. Revenue from Insurance was 5% for the year ended March 31, 2015.
Retail Client Assets
The following table presents amounts and details regarding the composition of Retail client assets as ofMarch 31, 2014 and 2015. Retail client assets consist of clients’ assets held in our custody and assets relating tovariable annuity insurance products.
Trillions of yen
Year ended March 31, 2014

Gross outflows

Marketappreciation /(depreciation)

Balance at
end of year

¥ 18.6
73.5
6.5
1.0
0.2
0.7

¥(19.3)(70.5)
(6.0)
(0.1)
(0.3)
(0.6)

¥ 7.2
(2.8)
(0.3)
0.1
0.1
(0.1)

¥53.2
19.1
9.1
5.9
1.7
2.7

¥100.5¥(96.8)

¥ 4.2

¥91.7

Balance at
beginning of year

Gross inflows

Equities . . . . . . . . . . . . . . . . . . . . . . . . . .
Bonds . . . . . . . . . . . . . . . . . . . . . . . . . . .
Stock investment trusts . . . . . . . . . . . . .
Bond investment trusts . . . . . . . . . . . . . .
Overseas mutual funds . . . . . . . . . . . . . .
Others . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥46.7
18.9
8.9
4.9
1.7
2.7

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥83.8

43

Trillions of yen
Year ended March 31, 2015

Gross outflows

Marketappreciation /(depreciation)

Balance at
end of year

¥13.7
64.7
5.9
1.5
0.2
1.9

¥(14.2)(63.8)
(5.2)
(0.1)
(0.2)
(0.7)

¥14.5
(1.5)
0.5
0.0
0.1
0.5

¥ 67.2
18.5
10.3
7.3
1.8
4.4

¥87.9

¥(84.2)¥14.1¥109.5

Balance at
beginning of year

Gross inflows

Equities . . . . . . . . . . . . . . . . . . . . . . . . . .
Bonds . . . . . . . . . . . . . . . . . . . . . . . . . . .
Stock investment trusts . . . . . . . . . . . . .
Bond investment trusts . . . . . . . . . . . . . .
Overseas mutual funds . . . . . . . . . . . . . .
Others . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥53.2
19.1
9.1
5.9
1.7
2.7

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥91.7

Retail client assets increased by ¥17.8 trillion from ¥91.7 trillion as of March 31, 2014 to ¥109.5 trillion asof March 31, 2015. The balances of our clients’ equity and equity-related products increased by ¥14.0 trillion
from ¥53.2 trillion as of March 31, 2014 to ¥67.2 trillion as of March 31, 2015, mainly due to Japanese equity
market rallies. The balances of our clients’ investment trusts increased by ¥2.7 trillion from ¥16.7 trillion as ofMarch 31, 2014 to ¥19.4 trillion as of March 31, 2015, reflecting net cash inflows from clients.
Retail client assets increased by ¥7.9 trillion from ¥83.8 trillion as of March 31, 2013 to ¥91.7 trillion as ofMarch 31, 2014. The balances of our clients’ equity and equity-related products increased by ¥6.5 trillion from¥46.7 trillion as of March 31, 2013 to ¥53.2 trillion as of March 13, 2014, mainly due to Japanese equity market
rallies. The balances of our clients’ investment trusts increased by ¥1.2 trillion from ¥15.5 trillion as ofMarch 31, 2013 to ¥16.7 trillion as of March 31, 2014, reflecting net cash inflows from clients.
Asset Management
Our Asset Management Division is conducted principally through NAM. We earn portfolio management
fees through the development and management of investment trusts, which are distributed by NSC, other brokers,
banks, Japan Post Bank Co., Ltd. and Japan Post Network Co., Ltd. We also provide investment advisory
services for pension funds and other institutional clients. Net revenues generally consist of asset management andportfolio service fees that are attributable to Asset Management.
Operating Results of Asset Management
Millions of yen
Year ended March 31
2013
2014
2015

Non-interest revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥66,489 ¥77,354 ¥88,802
Net interest revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2,448
3,126
3,552
Net revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Non-interest expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

68,93747,76880,48053,37392,35460,256

Income before income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥21,169¥27,107¥32,098

Net revenue increased by 15% from ¥80,480 million for the year ended March 31, 2014 to ¥92,354 million
for the year ended March 31, 2015, primarily due to inflows into our investment trust business and investment
advisory business, and the contribution from our new subsidiary in Taiwan.
Net revenue increased by 17% from ¥68,937 million for the year ended March 31, 2013 to ¥80,480 million
for the year ended March 31, 2014, primarily due to an increase in assets under management.
44

Non-interest expenses increased by 13% from ¥53,373 million for the year ended March 31, 2014 to¥60,256 million for the year ended March 31, 2015, primarily due to expenses incurred by our new subsidiary in
Taiwan.
Non-interest expenses increased by 12% from ¥47,768 million for the year ended March 31, 2013 to¥53,373 million for the year ended March 31, 2014, primarily due to one-off expenses related to the revaluationof certain assets and increased expenses in our overseas entities mainly due to depreciation of the Japanese Yen.
Income before income taxes was ¥21,169 million for the year ended March 31, 2013, ¥27,107 million for theyear ended March 31, 2014 and ¥32,098 million for the year ended March 31, 2015.
The following table presents assets under management of each principal Nomura entity within the AssetManagement Division as of March 31, 2014 and 2015.
Billions of yen
Year ended March 31, 2014
MarketBalance atappreciation / Balance at
beginning of year Gross inflows Gross outflows (depreciation) end of year

Nomura Asset Management Co., Ltd. . . . . . . .
Nomura Funds Research and Technologies
Co., Ltd. . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura Corporate Research and AssetManagement Inc. . . . . . . . . . . . . . . . . . . . . .
Nomura Private Equity Capital Co., Ltd. . . . . .

¥30,685¥34,938¥(34,478)¥2,698¥33,843

2,920

727

(1,311)

217

2,553

1,821
664

411
6

(773)
(522)

170
16

1,629
164

Combined total . . . . . . . . . . . . . . . . . . . . . . . . .
Shared across group companies . . . . . . . . . . . .

36,090(8,190)36,082(2,962)(37,084)
4,348

3,101
(558)

38,189(7,362)

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥27,900¥33,120¥(32,736)¥2,543¥30,827

Billions of yen
Year ended March 31, 2015
MarketBalance atappreciation / Balance at
beginning of year Gross inflows Gross outflows (depreciation) end of year

Nomura Asset Management Co., Ltd. . . . . . . .
Nomura Funds Research and Technologies
Co., Ltd. . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura Corporate Research and AssetManagement Inc. . . . . . . . . . . . . . . . . . . . . .
Nomura Private Equity Capital Co., Ltd. . . . . .

¥33,843¥35,977¥(33,801)¥ 6,610¥42,629

2,553

1,018

(909)

359

3,021

1,629
164

518
14

(634)
(2)

172
2

1,685
178

Combined total . . . . . . . . . . . . . . . . . . . . . . . . .
Shared across group companies . . . . . . . . . . . .

38,189(7,362)

37,527(3,361)(35,346)
3,744

7,143
(1,225)47,513(8,204)

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥30,827¥34,166¥(31,602)¥ 5,918¥39,309

Assets under management were ¥39.3 trillion as of March 31, 2015, a ¥11.4 trillion increase from March 31,
2013 (increased due to positive net inflows of ¥2.9 trillion and market appreciation of ¥8.5 trillion) and a¥8.5 trillion increase from March 31, 2014 (increased due to positive net inflows of ¥2.6 trillion and market
appreciation of ¥5.9 trillion). In our investment trust business, there was a net inflow into funds representing awide range of investment assets including Japanese equities and equities of companies in the infrastructure
sector. In our investment advisory business, there was an increase in mandates from both domestic clients andoverseas clients.
45

The following table presents NAM’s share, in terms of net asset value, of the Japanese asset management
market as of March 31, 2013, 2014 and 2015.

Total of publicly offered investment trusts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Stock investment trusts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Bond investment trusts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

2013

March 31
2014

2015

22%
18%
43%

23%
19%
42%

24%
20%
43%

The investment trust assets included in assets under management by NAM were ¥26.2 trillion as ofMarch 31, 2015, increased by ¥5.9 trillion or 29%, from the year ended March 31, 2014. The increase wasmainly due to positive net inflows of ¥3.5 trillion and market appreciation of ¥2.4 trillion. The balances ofinvestment trusts such as Nomura Deutsche High Dividend Infrastructure, Nomura Templeton Total Return andNomura Global High Dividend Stock Premium increased. Investment trust assets included in assets undermanagement by NAM were ¥20.3 trillion as of March 31, 2014, increased by ¥2.4 trillion or 13%, from the year
ended March 31, 2013. The increase was mainly due to positive net inflows of ¥1.7 trillion and market
appreciation of ¥0.7 trillion.
Wholesale
Operating Results of Wholesale
The operating results of our Wholesale Division comprise the combined results of our Global Markets andInvestment Banking businesses.
Millions of yen
Year ended March 31
2013
2014
2015

Non-interest revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥491,773 ¥637,987 ¥626,228
Net interest revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
153,083
127,110
163,639
Net revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Non-interest expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

644,856
573,199

765,097653,299

789,867
707,671

Income before income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 71,657¥111,798¥ 82,196

Net revenue increased by 3% from ¥765,097 million for the year ended March 31, 2014 to ¥789,867 million
for the year ended March 31, 2015, primarily in our overseas businesses due to depreciation of the Japanese Yen,
an increase in revenue from our overseas Equity businesses as a result of a strong market environment and thestrong performance of Investment Banking business primarily due to an increase of transactions in our overseas
businesses.
Net revenue increased by 19% from ¥644,856 million for the year ended March 31, 2013 to¥765,097 million for the year ended March 31, 2014, primarily driven by the strong performance in Equities due
to market rallies, and stable performance in Fixed Income throughout the year due to active domestic revenues
and the expansion of our overseas businesses, and the recovery of Investment Banking primarily due tounrealized gains from our investment in Ashikaga Holdings following its listing on the Tokyo Stock Exchange.
Non-interest expenses increased by 8% from ¥653,299 million for the year ended March 31, 2014 to¥707,671 million for the year ended March 31, 2015, primarily in our overseas businesses as a result ofdepreciation of the Japanese Yen.
Non-interest expenses increased by 14% from ¥573,199 million for the year ended March 31, 2013 to¥653,299 million for the year ended March 31, 2014, primarily in our overseas businesses as a result ofdepreciation of the Japanese Yen.
46

Income before income taxes was ¥71,657 million for the year ended March 31, 2013, ¥111,798 million forthe year ended March 31, 2014 and ¥82,196 million for the year ended March 31, 2015.
Global Markets
We have a proven track record in sales and trading of debt securities, equity securities, and foreignexchange, as well as derivative products based on these financial instruments, mainly to domestic and overseas
institutional investors. In response to the increasingly diverse and complex needs of our clients, we continue toenhance our trading and product origination capabilities to offer superior products not only to domestic andoverseas institutional investors, but also to our Retail and Asset Management Divisions. This cross-divisional
approach also extends to Investment Banking, where close collaboration leads to high value-added solutions forour clients. These ties enable us to identify the types of product of interest for investors and develop and deliverproducts that meet their needs. We continue to develop extensive ties with institutional investors in Japan andinternational markets, as well as wealthy investors, public-sector agencies, and regional financial institutions inJapan, and government agencies, financial institutions, and corporations around the world.
Millions of yen
Year ended March 31
2013
2014
2015

Net revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥560,429 ¥649,706 ¥683,399
Non-interest expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
459,715
540,386
585,850
Income before income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥100,714¥109,320¥ 97,549

Net revenue increased by 5% from ¥649,706 million for the year ended March 31, 2014 to ¥683,399 million
for the year ended March 31, 2015. In Fixed Income, Net revenue increased from ¥398,243 million for the year
ended March 31, 2014 to ¥407,154 million for the year ended March 31, 2015. Despite the decrease in revenue
from our Rates business due to the difficult market environment, depreciation of the Japanese Yen enabledoverseas operations to report higher revenues in Japanese Yen terms which resulted in an increase in overall
revenue. In our Equities business, Net revenue increased from ¥251,463 million for the year ended March 31,
2014 to ¥276,245 million for the year ended March 31, 2015. Our Japanese Equities business continued to bestrong, and the revenue from overseas increased mainly due to favorable market environments.
Net revenue increased by 16% from ¥560,429 million for the year ended March 31, 2013 to¥649,706 million for the year ended March 31, 2014. In our Fixed Income business, Net revenue increased from¥387,677 million for the year ended March 31, 2013 to ¥398,243 million for the year ended March 31, 2014.
Despite fluctuating market conditions throughout the year, stable client flow and high research capability drove
revenue growth backed by appropriate risk management. As a result, we recognized revenue growth acrossproducts, especially in our Rates business. In our Equities business, Net revenue increased from ¥172,752 million
for the year ended March 31, 2013 to ¥251,463 million for the year ended March 31, 2014. Throughout the year,
the domestic Japanese equity market rallied due to the effect of monetary easing policies, resulting in greatly
increased revenues from our Japanese Equities business. In accordance with the realignment of our Global
Markets business during the year ended March 31, 2014, comprehensive amounts for the Fixed Income andEquities for the year ended March 31, 2013 have been reclassified.
Non-interest expenses increased by 8% from ¥540,386 million for the year ended March 31, 2014 to¥585,850 million for the year ended March 31, 2015, primarily due to the depreciation of the Japanese Yen andan increase in our overseas headcount.
Non-interest expenses increased by 18% from ¥459,715 million for the year ended March 31, 2013 to¥540,386 million for the year ended March 31, 2014, primarily due to the depreciation of the Japanese Yen but
offset by the realization of the cost reduction exercise which was largely completed during the year.
47

Income before income taxes was ¥100,714 million for the year ended March 31, 2013, ¥109,320 million forthe year ended March 31, 2014 and ¥97,549 million for the year ended March 31, 2015.
Investment Banking
We provide a broad range of investment banking services, such as underwriting and advisory activities. We
underwrite offerings of debt, equity and other financial instruments in major financial markets, such as Asia,
Europe and the U.S. We have been enhancing our M&A and financial advisory expertise to secure morehigh-profile deals both across and within regions. We develop and forge solid relationships with clients on along-term basis by providing extensive resources in a seamless fashion to facilitate bespoke solutions.
Millions of yen
Year ended March 31
2013
2014
2015

Investment Banking (gross) revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Allocation to other divisions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥143,001 ¥184,288 ¥193,849(70,990)(86,888)(89,149)

Investment Banking (net) revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

72,011
12,416

97,40017,991

104,700
1,768

Net revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Non-interest expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

84,427
113,484

115,391
112,913

106,468
121,821

Income (loss) before income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ (29,057) ¥2,478¥ (15,353)

Net revenue decreased by 8% from ¥115,391 million for the year ended March 31, 2014 to ¥106,468 million
for the year ended March 31, 2015. Investment banking (net) revenue increased from ¥97,400 million for theyear ended March 31, 2014 to ¥104,700 million for the year ended March 31, 2015, due to an increase intransactions overseas. Other revenue decreased from ¥17,991 million for the year ended March 31, 2014 to¥1,768 million for the year ended March 31, 2015, mainly due to unrealized gains from our investment in
Ashikaga Holdings following its listing on the Tokyo Stock Exchange during the year ended March 31, 2014.
Net revenue increased by 37% from ¥84,427 million for the year ended March 31, 2013 to ¥115,391 million
for the year ended March 31, 2014. Investment banking (net) revenue increased from ¥72,011 million for theyear ended March 31, 2013 to ¥97,400 million for the year ended March 31, 2014, due to the recovery of equity
capital markets and M&A activity. Other revenue increased from ¥12,416 million for the year ended March 31,
2013 to ¥17,991 million for the year ended March 31, 2014, primarily due to unrealized gains from ourinvestment in Ashikaga Holdings following its listing on the Tokyo Stock Exchange. For the year ended
March 31, 2014, realized losses from investments in Japan were ¥1.0 billion and unrealized gains frominvestments in Japan were ¥12.0 billion. Realized gains from Terra Firma investments were immaterial andunrealized gains were ¥0.9 billion.
Non-interest expenses increased by 8% from ¥112,913 million for the year ended March 31, 2014 to¥121,821 million for the year ended March 31, 2015, primarily due to increased expenses incurred by ouroverseas businesses due to the depreciation of the Japanese Yen.
Non-interest expenses decreased by 0.5% from ¥113,484 million for the year ended March 31, 2013 to¥112,913 million for the year ended March 31, 2014, primarily due to cost savings from the additional cost
reduction program, and partially offset by increased expenses incurred by our overseas businesses due to thedepreciation of the Japanese Yen.
Loss before income taxes was ¥29,057 million for the year ended March 31, 2013, Income before income
taxes was ¥2,478 million for the year ended March 31, 2014 and Loss before income taxes was ¥15,353 million
for the year ended March 31, 2015.
48

Other Operating Results
Other operating results include net gain (loss) related to economic hedging transactions, realized gain (loss)
on investments in equity securities held for operating purposes, equity in earnings of affiliates, corporate items,
and other financial adjustments. See Note 21 “Segment and geographic information” in our consolidated
financial statements included within this annual report.
Income before income taxes in Other operating results was ¥6,591 million for the year ended March 31,
2013, ¥19,980 million for the year ended March 31, 2014 and ¥45,950 million for the year ended March 31,
2015.
Other operating results for the year ended March 31, 2015 include gains from changes in the fair value ofcertain financial liabilities, for which the fair value option was elected, attributable to the change in ourcreditworthiness of ¥1.7 billion, the negative impact of our own creditworthiness on derivative liabilities which
resulted in losses of ¥5.0 billion and gains from changes in counterparty credit spreads of ¥10.1 billion.
Other operating results for the year ended March 31, 2014 include losses from changes in the fair value ofcertain financial liabilities, for which the fair value option was elected, attributable to the change in ourcreditworthiness of ¥9.2 billion, the negative impact of our own creditworthiness on derivative liabilities which
resulted in losses of ¥6.6 billion and gains from changes in counterparty credit spreads of ¥7.4 billion.
Summary of Regional Contribution
For a summary of our net revenue, income (loss) before income taxes and long-lived assets by geographic
region, see Note 21 “Segment and geographic information” in our consolidated financial statements included inthis annual report.
Regulatory Capital Requirements
Many of our business activities are subject to statutory capital requirements, including those of Japan, theU.S., the U.K. and certain other countries in which we operate. For further discussion on statutory capitalrequirements, see Note 18 “Regulatory requirements” in our consolidated financial statements included in thisannual report.
Translation Exposure
A significant portion of our business is conducted in currencies other than Japanese yen—mostsignificantly, U.S. dollars, British pounds and Euros. We prepare financial statements of each of our consolidated
subsidiaries in its functional currency, which is the currency of the primary economic environment in which theentity operates. Translation exposure is the risk arising from the effect of fluctuations in exchange rates on the
net assets of our foreign subsidiaries. Translation exposure is not recognized in our consolidated statements ofincome unless and until we dispose of, or liquidate, the relevant foreign subsidiary.
Critical Accounting Policies and Estimates
Use of estimates
In preparing the consolidated financial statements included in this annual report, management makes
estimates regarding certain financial instrument and investment valuations, the outcome of litigation and tax
examinations, the recovery of the carrying value of goodwill, the allowance for doubtful accounts, the realizationof deferred tax assets and other matters that affect the reported amounts of assets and liabilities as well as thedisclosures in the consolidated financial statements. Estimates, by their nature, are based on judgment andavailable information. Therefore, actual results may differ from estimates, which could have a material impact on
the consolidated financial statements, and it is possible that such adjustments could occur in the near term.
49

Fair value for financial instruments
A significant amount of our financial instruments are carried at fair value, with changes in fair value
recognized through the consolidated statements of income or the consolidated statements of comprehensive
income on a recurring basis. Use of fair value is either specifically required under U.S. GAAP or we make anelection to use fair value for certain eligible items under the fair value option.
Other financial assets and financial liabilities are carried at fair value on a nonrecurring basis, where theprimary measurement basis is not fair value. Fair value is only used in specific circumstances after initialrecognition, such as to measure impairment.
In accordance with Accounting Standard Codification (“ASC”) 820 “Fair Value Measurements andDisclosures”, all financial instruments measured at fair value have been categorized into a three-level hierarchy
based on the transparency of valuation inputs used to establish fair value.
Level 1:
Unadjusted quoted prices for identical financial instruments in active markets accessible by Nomura at themeasurement date.
Level 2:
Quoted prices in inactive markets or prices containing other inputs which are observable, either directly or
indirectly. Valuation techniques using observable inputs reflect assumptions used by market participants inpricing financial instruments and are based on data obtained from independent market sources at themeasurement date.
Level 3:
Unobservable inputs that are significant to the fair value measurement of the financial instrument. Valuation
techniques using unobservable inputs reflect management’s assumptions about the estimates used by othermarket participants in valuing similar financial instruments. These valuation techniques are developed based on
the best available information at the measurement date.
The availability of inputs observable in the market varies by product and can be affected by a variety offactors. Significant factors include, but are not restricted to the prevalence of similar products in the market,
especially for customized products, how established the product is in the market, for example, whether it is a new
product or is relatively mature, and the reliability of information provided in the market which would depend, forexample, on the frequency and volume of current data. A period of significant change in the market may reduce
the availability of observable data. Under such circumstances, financial instruments may be reclassified into alower level in the fair value hierarchy.
Significant judgments used in determining the classification of financial instruments include the nature of
the market in which the product would be traded, the underlying risks, the type and liquidity of market data
inputs and the nature of observed transactions for similar instruments.
Where valuation models include the use of parameters which are less observable or unobservable in themarket, significant management judgment is used in establishing fair value. The valuations for Level 3 financial
instruments, therefore, involve a greater degree of judgment than those valuations for Level 1 or Level 2
financial instruments.
Certain criteria management use to determine whether a market is active or inactive include the number oftransactions, the frequency that pricing is updated by other market participants, the variability of price quotes
among market participants, and the amount of publicly available information.
50

Level 3 financial assets excluding derivatives as a proportion of total financial assets excluding derivatives,
carried at fair value on a recurring basis were 2% as of March 31, 2015 as listed below:

Financial assets measured at fair value(Excluding derivative assets) . . . . . . . . . .
Derivative assets . . . . . . . . . . . . . . . . . . . . . .
Derivative liabilities . . . . . . . . . . . . . . . . . . .

Level 1

Level 2

¥9,03728
29¥ 9,645
41,837
41,476

Billions of yen, except percentage
March 31, 2015
Counterparty
and CashCollateral
Level 3
Netting
Total

¥365
235
264

¥

—
(40,514)(40,460)¥19,047
1,586
1,309

The proportionof Level 3

2%

See Note 2 “Fair value measurements” in our consolidated financial statements included in this annual
report.
Derivative contracts
We use a variety of derivative financial instruments including futures, forwards, swaps and options, fortrading and non-trading purposes. All derivatives are carried at fair value, with changes in fair value recognizedeither through the consolidated statements of income or the consolidated statements of comprehensive income
depending on the purpose for which the derivatives are used.

51

Derivative assets and liabilities with the same counterparty documented under a master netting agreement
are offset in the consolidated balance sheets where the specific criteria defined by ASC 210-20 “Balance Sheet—
Offsetting” and ASC 815 “Derivatives and Hedging” are met. These criteria include requirements around thelegal enforceability of such close-out and offset rights under the master netting agreement. In addition, fair value
amounts recognized for the right to reclaim cash collateral (a receivable) and the obligation to return cash
collateral (a payable) are also offset against net derivative liabilities and net derivative assets, respectively, wherecertain additional criteria are met.
Derivative contracts consist of listed derivatives and OTC derivatives. The fair value of listed derivatives
are determined based on quoted market prices or valuation models. OTC derivatives are valued using valuation
models. Listed derivative and OTC derivative assets and liabilities after netting are shown below:
Billions of yen
March 31, 2014
AssetsLiabilities

Listed derivatives . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
OTC derivatives . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 458
1,847

¥ 535
1,555

¥2,305¥2,090Billions of yen
March 31, 2015
AssetsLiabilities

Listed derivatives . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
OTC derivatives . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 142
1,444

¥ 377
932

¥1,586¥1,309The fair value of OTC derivative assets and liabilities as of March 31, 2015 by remaining contractual
maturity are shown below:

OTC derivative assets . . . . . . . . . . .
OTC derivative liabilities . . . . . . . . .

Less than
1 yearBillions of yen
March 31, 2015
Years to Maturity
1 to 33 to 55 to 7More than
years
years
years
7 years¥1,057886¥1,152
1,051¥1,021
1,022¥1,007
1,039¥3,6003,224

Cross-maturity
netting(1)Totalfair value¥(6,393)(6,290)¥1,444932(1) This column shows the impact of netting derivative assets with derivative liabilities for the same
counterparty across maturity band categories. Derivative assets and derivative liabilities with the same
counterparty in the same maturity category are netted within the maturity category. This column also
includes cash collateral netting with the same counterparty.
The fair value of derivative contracts includes adjustments for credit risk, both with regards to counterparty
credit risk on positions held and our own creditworthiness on positions issued. We realize gains or losses relating
to changes in credit risk on our derivative contracts together with the movements of trading positions, which
include derivatives, that are expected to mitigate the above mentioned impact of changes in credit risk.
Goodwill
Goodwill is recognized upon completion of a business combination as the difference between the purchaseprice and the fair value of the net assets acquired. Subsequent to initial recognition, goodwill is not amortized but
is tested for impairment at a reporting unit level during the fourth quarter of each fiscal year, or more frequently
during interim periods if events or circumstances indicate there may be impairment. Nomura’s reporting units areat one level below its business segments.
52

Nomura tests goodwill of each separate reporting unit by initially qualitatively assessing whether events andcircumstances indicate that it is more likely than not (i.e. greater than 50%) that a reporting unit’s fair value isless than its carrying amount. If such assessment indicates fair value is not less than the carrying value, thereporting unit is deemed not to be impaired and no further analysis is required. If it is more likely than not thatthe fair value of the reporting unit is below its carrying value, a quantitative two-step impairment test is thenperformed.
In the first step, the current estimated fair value of the reporting unit is compared with its carrying value,
including goodwill. If the fair value is less than the carrying value, then a second step is performed. In the second
step, the implied current fair value of the reporting unit’s goodwill is determined by comparing the fair value ofthe reporting unit to the fair value of the net assets of the reporting unit, as if the reporting unit were being
acquired in a business combination. An impairment loss is recognized if the carrying value of goodwill exceeds
its implied current fair value.
For the year ended March 31, 2015, Nomura recognized an impairment loss on goodwill of ¥3,188 million
within Other in Nomura’s segment information. This is due to decline in the fair value of a reporting unit caused
by a decrease in expected cash flows arising from the changes in the economic environment. These impairment
losses were recorded within Non-interest expense—Other in the consolidated statements of income. The fairvalue was determined using DCF valuation techniques.
Assets and Liabilities Associated with Investment and Financial Services Business
Exposure to Certain Financial Instruments and Counterparties
Market conditions impact numerous products including securitization products and leveraged finance towhich we have certain exposures. We also have exposures to Special Purpose Entities (“SPEs”) and others in thenormal course of business.
Securitization Products
Our exposure to securitization products consists of commercial mortgage-backed securities (“CMBS”),
residential mortgage-backed securities (“RMBS”) and other securitization products. We hold these securitization
products in connection with securitization, financing, trading and other activities. The following table provides asummary of our exposure to securitization products by geographic region of the underlying collateral as ofMarch 31, 2015.
Millions of yen
March 31, 2015
Asia andAmericas
Oceania

Total(1)Japan

EuropeCMBS(2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
RMBS(3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other securitization products(4) . . . . . . . . . . . . . . . . . . .

¥ 1,976
54,345
8,100¥ 19,460
78,547
329,006¥ 56,676
375,104
180,245¥———¥

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥64,421¥427,013¥612,025¥—¥1,103,459

78,112507,996517,351(1) The balances shown exclude certain CMBS of ¥22,042 million for which we transferred financial assets tosecuritization vehicles where such transfers were accounted for as secured financings rather than sales under
ASC 860, “Transfers and Servicing” (“ASC 860”), and in which we have no continuing economic exposure
because the beneficial interests in the vehicles have been sold to third parties.
(2) We have ¥10,885 million exposure, as whole loans and commitments, to U.S. CMBS and RMBS-related
business as of March 31, 2015.

53

(3) The RMBS balance for Americas excludes mortgage pass-through securities and U.S.
government-guaranteed collateralized mortgage obligations (“CMOs”) of ¥1,989,048 million, because their
credit risks are considered minimal.
(4) Includes collateralized loan obligations (“CLOs”), collateralized debt obligations (“CDOs”) andasset-backed securities (“ABS”) such as those secured on credit card loans, auto loans, student loans andhome equity loans.
The following table provides our exposure to CMBS by geographic region of the underlying collateral andexternal credit ratings as of March 31, 2015. Ratings are based on the lowest ratings given by Standard & Poor’s
Financial Services LLC, Moody’s Investors Service, Inc., Fitch Ratings Ltd., Japan Credit Rating Agency, Ltd.
or Rating and Investment Information, Inc. as of March 31, 2015.

AAA

AA

A

Millions of yen
March 31, 2015
BBB
BB
B and lower

Not rated

Total

Japan . . . . . . . . . . . . . . . . . . . . ¥ —
¥ —
¥ —
¥ —
¥ —
Europe . . . . . . . . . . . . . . . . . . .
—
407
1,790
1,330
7,728
Americas . . . . . . . . . . . . . . . . .
29,566
1,451
6,014
7,055
122

¥ 1,976
8,145
10,830

¥ —
60
1,638

¥ 1,976
19,46056,676

Total . . . . . . . . . . . . . . . . . . . . .

¥20,951¥1,698¥78,112¥29,566¥1,858¥7,804¥8,385¥7,850

Leveraged Finance
We provide loans to clients in connection with leveraged buy-outs and leveraged buy-ins. As this type offinancing is usually initially provided through a commitment, we have both funded and unfunded exposures onthese transactions.
The following table sets forth our exposure to leveraged finance by geographic location of the target
company as of March 31, 2015.
Millions of yen
March 31, 2015
FundedUnfunded

Total

Japan . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥ 833 ¥ 2,083 ¥ 2,916
Europe . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
6,709
15,082
21,791
Americas . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
26,872
131,749
158,621
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥34,414¥148,914¥183,328

Special Purpose Entities (“SPEs”)
Our involvement with these entities includes structuring, underwriting, as well as, subject to prevailingmarket conditions, distributing and selling debt instruments and beneficial interests issued by these entities. In
the normal course of securitization and equity derivative activities business, we also act as a transferor of
financial assets to, and underwriter, distributor and seller of repackaged financial instruments issued by these
entities. We retain, purchase and sell variable interests in SPEs in connection with our market-making, investingand structuring activities. Our other types of involvement with SPEs include guarantee agreements and derivative
contracts.
For further discussion on Nomura’s involvement with variable interest entities, see Note 6 “Securitizations
and Variable Interest Entities” in our consolidated financial statements included in this annual report.

54

Accounting Developments
See Note 1 “Summary of accounting policies: New accounting pronouncements adopted during the current
year” in our consolidated financial statements included in this annual report.
Deferred Tax Assets
Details of deferred tax assets and liabilities
The following table presents details of deferred tax assets and liabilities reported within Other assets—Other
and Other liabilities, respectively, in the consolidated balance sheets as of March 31, 2015.
Millions of yen
March 31, 2015

Deferred tax assets
Depreciation, amortization and valuation of fixed assets . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Investments in subsidiaries and affiliates . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Valuation of financial instruments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accrued pension and severance costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other accrued expenses and provisions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Operating losses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 14,692
33,55356,566
10,335
123,567
466,531
4,356

Gross deferred tax assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Less—Valuation allowance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

709,600(565,103)

Total deferred tax assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

144,497

Deferred tax liabilities
Investments in subsidiaries and affiliates . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Valuation of financial instruments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Undistributed earnings of foreign subsidiaries . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Valuation of fixed assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

109,087
56,808735
20,644
8,670

Total deferred tax liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

195,944

Net deferred tax assets (liabilities) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ (51,447)

Calculation method of deferred tax assets
In accordance with U.S. GAAP, we recognize deferred tax assets to the extent we believe that it is more
likely than not that a benefit will be realized. A valuation allowance is provided for tax benefits available to us,which are not deemed more likely than not to be realized.
B. Liquidity and Capital Resources.
Funding and Liquidity Management
Overview
We define liquidity risk as the risk of losses arising from difficulty in securing necessary funding or from asignificantly higher cost of funding than normal levels due to deterioration of the Nomura Group’s
creditworthiness or deterioration in market conditions. This risk could arise from Nomura-specific or marketwide events such as inability to access the secured or unsecured debt markets, a deterioration in our credit
ratings, a failure to manage unplanned changes in funding requirements, a failure to liquidate assets quickly andwith minimal loss in value, or changes in regulatory capital restrictions which may prevent the free flow of funds
55between different group entities. Our global liquidity risk management policy is based on liquidity risk appetite
formulated by the Executive Management Board (“EMB”). Nomura’s liquidity risk management, under marketwide stress and in addition, under Nomura-specific stress, seeks to ensure enough continuous liquidity to meet all
funding requirements and unsecured debt obligations across one year and one month periods, respectively,
without raising funds through unsecured funding or through the liquidation of assets. We are required to meet
regulatory notice on the liquidity coverage ratio issued by the FSA.
We have in place a number of liquidity risk management frameworks that enable us to achieve our primaryliquidity objective. These frameworks include (1) Centralized Control of Residual Cash and Maintenance of
Liquidity Portfolio; (2) Utilization of Unencumbered Assets as Part of Our Liquidity Portfolio; (3) Appropriate
Funding and Diversification of Funding Sources and Maturities Commensurate with the Composition of Assets;(4) Management of Credit Lines to Nomura Group Entities; (5) Implementation of Liquidity Stress Tests; and(6) Contingency Funding Plan.
Our EMB has the authority to make decisions concerning group liquidity management. The Chief Financial
Officer (“CFO”) has the operational authority and responsibility over our liquidity management based on
decisions made by the EMB.
1.

Centralized Control of Residual Cash and Maintenance of Liquidity Portfolio.

We centrally control residual cash held at Nomura Group entities for effective liquidity utilization purposes.
As for the usage of funds, the CFO decides the maximum amount of available funds, provided without posting
any collateral, for allocation within Nomura and the EMB allocates the funds to each business division. Global
Treasury monitors usage by businesses and reports to the EMB.
In order to enable us to transfer funds smoothly between group entities, we limit the issuance of securities
by regulated broker-dealers or banking entities within the Nomura Group and seek to raise unsecured funding
primarily through the Company or through unregulated subsidiaries. The primary benefits of this strategy include
cost minimization, wider investor name recognition and greater flexibility in providing funding to various
subsidiaries across the Nomura Group.
To meet any potential liquidity requirement, we maintain a liquidity portfolio in the form of cash and highly
liquid, unencumbered securities that may be sold or pledged to provide liquidity. As of March 31, 2015, ourliquidity portfolio was ¥6,064.0 billion which generated a liquidity surplus taking into account stress scenarios.
The following table presents a breakdown of our liquidity portfolio by type of financial assets as ofMarch 31, 2014 and 2015 and averages maintained for the years ended March 31, 2014 and 2015. Yearly
averages are calculated using month-end amounts.
Average foryear ended
March 31, 2014

Billions of yen
As of
Average forMarch 31,year ended
2014
March 31, 2015

As ofMarch 31,2015

Cash, cash equivalents and time deposits(1) . . . . . . . . . . . . .
Government debt securities . . . . . . . . . . . . . . . . . . . . . . . . .
Others(2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥1,676.6
4,667.3
214.9¥1,497.2
4,483.6
146.4¥1,726.2
4,678.3
248.9¥1,292.3
4,470.4
301.3

Total liquidity portfolio . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥6,558.8¥6,127.2¥6,653.4¥6,064.0(1) Cash, cash equivalents, and time deposits include nostro balances and deposits with both central banks andmarket counterparties that are readily available to support the liquidity position of Nomura.
(2) Others include other liquid financial assets such as money market funds and U.S. agency securities.

56

The following table presents a breakdown of our liquidity portfolio by currency as of March 31, 2014 and2015 and averages maintained for the years ended March 31, 2014 and 2015. Yearly averages are calculatedusing month-end amounts.
Average foryear ended
March 31, 2014

Japanese Yen . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
U.S. Dollar . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Euro . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
British Pound . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Others(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total liquidity portfolio . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥2,463.3
2,171.5
1,015.0
662.4
246.6¥6,558.8

Billions of yen
As of
Average forMarch 31,year ended
2014
March 31, 2015

As ofMarch 31,2015

¥2,272.3
2,050.4
1,049.0
568.6
186.9¥6,127.2¥1,753.4
2,736.5
1,017.9404.8
151.4¥6,064.0¥2,267.7
2,580.6
1,175.0
514.6
115.5¥6,653.4(1) Includes other currencies such as the Canadian Dollar, the Australian Dollar and the Swiss Franc.
We assess our liquidity portfolio requirements globally as well as by each major operating entity in the
Nomura Group. We primarily maintain our liquidity portfolio at Nomura Holdings, Inc. (“NHI”) and Nomura
Securities Co. Ltd. (“NSC”), our other major broker-dealer subsidiaries, our bank subsidiaries, and other group
entities. In determining the amounts and entities which hold this liquidity portfolio, we consider legal, regulatory
and tax restrictions which may impact our ability to freely transfer liquidity across different entities in the
Nomura Group. For more information regarding regulatory restrictions, see Note 18 “Regulatory requirements”
in our consolidated financial statements included within this annual report.
The following table presents a breakdown of our liquidity portfolio by entity as of March 31, 2014 and2015.
Billions of yen
March 31, 2014 March 31, 2015

NHI and NSC(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Major broker-dealer subsidiaries . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Bank subsidiaries(2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other affiliates . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total liquidity portfolio . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥1,900.9
2,815.2
1,170.5
240.6¥6,127.2¥1,637.1
3,036.9
1,050.3
339.7¥6,064.0(1) NSC, a broker-dealer located in Japan, holds an account with the Bank of Japan (“BOJ”) and has directaccess to the BOJ Lombard facility through which same day funding is available for our securities pool.
Any liquidity surplus at NHI is lent to NSC via short-term intercompany loans, which can be unwound
immediately when needed.
(2) Includes Nomura Bank International plc (“NBI”), Nomura Singapore Limited and Nomura Bank
Luxembourg S.A.

57

2.

Utilization of Unencumbered Assets as Part of Our Liquidity Portfolio.

In addition to our liquidity portfolio, we had ¥1,821.2 billion of other unencumbered assets comprising
mainly of unpledged trading assets that can be used as an additional source of secured funding. Our Global
Treasury department monitors other unencumbered assets and can, under a liquidity stress event when thecontingency funding plan has been invoked, monetize and utilize the cash generated as a result. The aggregate of
our liquidity portfolio and other unencumbered assets as of March 31, 2015 was ¥7,885.2 billion, which
represented 308.4% of our total unsecured debt maturing within one year.
Billions of yen
March 31, 2014 March 31, 2015

Net liquidity value of other unencumbered assets . . . . . . . . . . . . . . . . . . . . . . . . . .
Liquidity portfolio . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥1,720.3
6,127.2¥1,821.2
6,064.0

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥7,847.5¥7,885.2

3. Appropriate Funding and Diversification of Funding Sources and Maturities Commensurate with theComposition of Assets
We seek to maintain a surplus of long-term debt and equity above the cash capital requirements of ourassets.
We also seek to achieve diversification of our funding by market, instrument type, investors, currency, andstaggered maturities in order to reduce unsecured refinancing risk.
We diversify funding by issuing various types of debt instruments—these include both structured loans andnotes. Structured notes are debt obligations with returns linked to interest rates, equities, indices, currencies orcommodities. We issue structured notes in order to increase the diversity of our debt instruments. We typicallyhedge the returns we are obliged to pay with derivatives and/or the underlying assets to obtain funding equivalent
to our unsecured long-term debt. The proportion of our non-Japanese Yen denominated long-term debt increased
to 38.1% of total long-term debt outstanding as of March 31, 2015 from 32.0% as of March 31, 2014.
3.1

Short-Term Unsecured Debt

Our short-term unsecured debt consists of short-term bank borrowings (including long-term bankborrowings maturing within one year), other loans, commercial paper, deposits at banking entities, certificates ofdeposit and debt securities maturing within one year. Deposits at banking entities and certificates of deposit
comprise customer deposits and certificates of deposit of our banking subsidiaries. Short-term unsecured debt
includes the current portion of long-term unsecured debt.
The following table presents an analysis of our short-term unsecured debt by type of financial liability as ofMarch 31, 2014 and 2015.
Billions of yen
March 31, 2014
March 31, 2015

Short-term bank borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other loans . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Commercial paper . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deposits at banking entities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Certificates of deposit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Debt securities maturing within one year . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 722.5
49.2
246.9
757.7
240.5
952.5

¥ 267.3
23.9
252.9
813.6
260.9
938.4

Total short-term unsecured debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥2,969.3¥2,557.0

58

3.2

Long-Term Unsecured Debt

We meet our long-term capital requirements and also achieve both cost-effective funding and an appropriate
maturity profile by routinely funding through long-term debt and diversifying across various maturities andcurrencies.
Our long-term unsecured debt includes senior and subordinated debt issued through U.S. registered shelfofferings and our U.S. registered medium-term note programs, our Euro medium-term note programs, registeredshelf offerings in Japan and various other debt programs.
As a globally competitive financial services group in Japan, we have access to multiple global markets andmajor funding centers. The Company, NSC, Nomura Europe Finance N.V., NBI, and Nomura International
Funding Pte. Ltd. are the main group entities that borrow externally, issue debt instruments and engage in otherfunding activities. By raising funds to match the currencies and liquidities of our assets or by using foreignexchange swaps as necessary, we pursue optimization of our funding structures.
We use a wide range of products and currencies to ensure that our funding is efficient and well diversified
across markets and investor types. Our unsecured senior debt is mostly issued without financial covenants, suchas covenants related to adverse changes in our credit ratings, cash flows, results of operations or financial ratios,
which could trigger an increase in our cost of financing or accelerate repayment of the debt.
The following table presents an analysis of our long-term unsecured debt by type of financial liability as ofMarch 31, 2014 and 2015.
Billions of yen
March 31, 2014 March 31, 2015

Long-term deposits at banking entities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Long-term bank borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other loans . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Debt securities(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 116.0
2,057.6
129.0
3,916.0¥ 145.9
2,623.0
196.4
3,544.1

Total long-term unsecured debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥6,218.6¥6,509.4(1) Excludes long-term debt securities issued by consolidated special purpose entities and similar entities thatmeet the definition of variable interest entities under ASC 810 “Consolidation” and secured financing
transactions recognized within Long-term borrowings as a result of transfers of financial assets that are
accounted for as financings rather than sales in accordance with ASC 860.
During the year ended March 31, 2015, the Company issued ¥50 billion of domestic senior notes.
3.3

Maturity Profile

We also seek to maintain an average maturity for plain vanilla instruments greater than or equal to three
years. The average maturity for plain vanilla debt securities and borrowings with maturities longer than one year
was 4.1 years as of March 31, 2015. A significant amount of our medium-term notes are structured and linked tointerest rates, equities, indices, currencies or commodities. These maturities are evaluated based on internal
models and monitored by Global Treasury. Maturities for plain vanilla debt securities and borrowings areevaluated based on contractual maturities. Where there is a possibility that these may be called prior to theirscheduled maturity date, maturities are based on our internal stress option adjusted model. This model values theembedded optionality under stress market conditions in order to determine when the debt securities or borrowing
is likely to be called.

59

On this basis, the average maturity of structured notes (notes with maturities longer than one year) was
7.7 years as of March 31, 2015. The average maturity of our entire long-term debt portfolio, including plain
vanilla debt securities and borrowings, was 5.3 years as of March 31, 2015. The graph below shows the
distribution of maturities of our outstanding long-term debt securities and borrowings.

Redemption schedule is individually estimated by considering the probability of redemption.

3.4

Secured Borrowings

We typically fund our trading activities on a secured basis through secured borrowings, repurchaseagreements and Japanese “Gensaki Repo” transactions. We believe these funding activities in the secured
markets are more cost-efficient and less credit-rating sensitive than financing in the unsecured market. Also,
repurchase agreements tend to be short-term, often overnight. We lower the liquidity risks arising from secured
funding by transacting with a diverse group of global counterparties, delivering various types of securities
collateral, and actively seeking long-term agreements. For more detail of secured borrowings and repurchaseagreements, see Note 4 “Collateralized transactions” in our consolidated financial statements included within
this annual report.
4.

Management of Credit Lines to Nomura Group Entities

We maintain and expand credit lines to Nomura Group entities from other financial institutions to securestable funding. We ensure that the maturity dates of borrowing agreements are distributed evenly throughout theyear in order to prevent excessive maturities in any given period.
5.

Implementation of Liquidity Stress Tests

We maintain our liquidity portfolio and monitor the sufficiency of our liquidity based on an internal model
which simulates changes in cash outflow under specified stress scenarios to comply with our above mentioned
liquidity management policy.
We assess the liquidity requirements of the Nomura Group under various stress scenarios with differinglevels of severity over multiple time horizons. We evaluate these requirements under Nomura-specific and broad
market-wide events, including potential credit rating downgrades at the Company and subsidiary levels that may
impact us by loss of access to unsecured capital markets, additional collateral posting requirements, limited or noaccess to secured funding markets and other events. We call this risk analysis our Maximum Cumulative Outflow(“MCO”) framework.
60

The MCO framework is designed to incorporate the primary liquidity risks for Nomura and models therelevant cash flows in the following two primary scenarios:•

Stressed scenario—To maintain adequate liquidity during a severe market-wide liquidity event without
raising funds through unsecured financing or through the liquidation of assets for a year; and•Acute stress scenario—To maintain adequate liquidity during a severe market-wide liquidity event
coupled with credit concerns regarding Nomura’s liquidity position, without raising funds throughunsecured funding or through the liquidation of assets for one month.

We assume that Nomura will not be able to liquidate assets or adjust its business model during the time
horizons used in each of these scenarios. The MCO framework therefore defines the amount of liquidity required
to be held in order to meet our expected liquidity needs in a stress event to a level we believe appropriate basedon our liquidity risk appetite.
As of March 31, 2015, our liquidity portfolio exceeded net cash outflows under the stress scenarios
described above.
We constantly evaluate and modify our liquidity risk assumptions based on regulatory and market changes.
The model we use in order to simulate the impact of stress scenarios includes the following assumptions:6.

•

No liquidation of assets;•

No ability to issue additional unsecured funding;•

Upcoming maturities of unsecured debt (maturities less than one year);•

Potential buybacks of our outstanding debt;•

Loss of secured funding lines particularly for less liquid assets, over and above our cash capital
estimates;•

Fluctuation of funding needs under normal business circumstances;•

Cash and collateral outflows in a stress event;•

Widening of haircuts on outstanding repo funding;•

Additional collateralization requirements of clearing banks and depositories;•

Drawdown on loan commitments;•

Loss of liquidity from market losses;•

Assuming a one-notch and two-notch downgrade of our credit ratings, the aggregate fair value of assetsthat we would be required to post as additional collateral in connection with our derivative contracts;
and•Legal and regulatory requirements that can restrict the flow of funds between entities in the Nomura
Group.
Contingency Funding Plan

We have developed a detailed contingency funding plan to integrate liquidity risk control into ourcomprehensive risk management strategy and to enhance the quantitative aspects of our liquidity risk control
procedures. As a part of our Contingency Funding Plan (“CFP”), we have developed an approach for analyzing
and quantifying the impact of any liquidity crisis. This allows us to estimate the likely impact of both Nomuraspecific and market-wide events; and specifies the immediate action to be taken to mitigate any risk. The CFP
lists details of key internal and external parties to be contacted and the processes by which information is to bedisseminated. This has been developed at a legal entity level in order to capture specific cash requirements at the61

local level—it assumes that our parent company does not have access to cash that may be trapped at a subsidiarylevel due to regulatory, legal or tax constraints. We periodically test the effectiveness of our funding plans fordifferent Nomura-specific and market-wide events. We also have access to central banks including, but not
exclusively, the BOJ, which provide financing against various types of securities. These operations are accessedin the normal course of business and are an important tool in mitigating contingent risk from market disruptions.
Liquidity Regulatory Framework
In 2008, the Basel Committee published “Principles for Sound Liquidity Risk Management andSupervision” (“Sound Principles”). To complement these principles, the Committee has further strengthened its
liquidity framework by developing two minimum standards for funding liquidity. These standards have beendeveloped to achieve two separate but complementary objectives.
The first objective is to promote short-term resilience of a financial institution’s liquidity risk profile byensuring that it has sufficient high-quality liquid assets to survive a significant stress scenario lasting for one
month. The Committee developed the Liquidity Coverage Ratio (“LCR”) to achieve this objective.
The second objective is to promote resilience over a longer time horizon by creating additional incentives
for financial institutions to fund their activities with more stable sources of funding on an ongoing basis. The Net
Stable Funding Ratio (“NSFR”) has a time horizon of one year and has been developed to provide a sustainablematurity structure of assets and liabilities.
These two standards are comprised mainly of specific parameters which are internationally “harmonized”
with prescribed values. Certain parameters, however, contain elements of national discretion to reflectjurisdiction-specific conditions.
With regard to LCR, the Financial Services Authorities Notice was promulgated in Japan including
revisions to the international agreement document of the Basel Committee. The phased introduction of the LCR
with minimum standards became effective from the end of March 31, 2015 and LCR disclosure rules will apply
starting from the end of June 2015. In addition, NSFR is expected to be introduced in Japan in 2018 withminimum standards, pursuant to the international agreement document issued by Basel Committee in October
2014.
Cash Flows
Nomura’s cash flows are primarily generated from operating activities undertaken in connection with ourclient flows and trading and from financing activities which are closely related to such activities. As a financial
institution, growth in operations tends to result in cash outflows from operating activities as well as investing
activities. For the year ended March 31, 2014, we recorded net cash inflows from operating activities and net
cash outflows from investing activities. For the year ended March 2015, we recorded net cash outflows fromoperating activities and net cash inflows from investing activities as discussed in the comparative analysis below.

62

The following table presents the summary information on our consolidated cash flows for the years ended
March 31, 2014 and 2015.
Billions of yen
Year Ended March 31
2014
2015

Net cash provided by (used in) operating activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Trading assets and private equity investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Trading liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Securities purchased under agreements to resell, net of securities sold underagreements to repurchase . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Securities borrowed, net of securities loaned . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net cash provided by (used in) investing activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net cash provided by (used in) financing activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Long-term borrowings, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Effect of exchange rate changes on cash and cash equivalents . . . . . . . . . . . . . . . . . . . . . .
Net increase (decrease) in cash and cash equivalents . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cash and cash equivalents at beginning of the year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cash and cash equivalents at end of the year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥457.4 ¥ (77.0)
216.4
226.0
(485.7)2,917.9
2,007.8(1,731.1)(183.9) (1,251.3)(1,604.5)(221.3)507.2(17.2)(103.2)12.3
289.4(178.2)546.2(193.8)(256.8)
15.6
41.1
68.5
684.7
(174.4)805.1
1,489.8¥ 1,489.8 ¥ 1,315.4

See the consolidated statements of cash flows in our consolidated financial statements included within thisannual report for more detailed information.
For the year ended March 31, 2015, our cash and cash equivalents decreased by ¥174.4 billion to ¥1,315.4
billion. Net cash of ¥178.2 billion was used in financing activities due to net cash outflows of ¥193.8 billion from
Long-term borrowings. As part of trading activities, while there were net cash inflows of ¥1,186.8 billion fromcash outflows due to a decrease in Trading liabilities in combination with cash inflows due to a decrease in
Trading assets and Private equity investments, they were offset by ¥1,472.6 billion of net cash outflows from
repo transactions and securities borrowed and loaned transactions such as Securities purchased under agreements
to resell, Securities sold under agreements to repurchase, and Securities borrowed, net of Securities loaned. As aresult, net cash of ¥77.0 billion was used in operating activities.
For the year ended March 31, 2014, our cash and cash equivalents increased by ¥684.7 billion to ¥1,489.8
billion. Net cash of ¥289.4 billion was provided by financing activities due to net cash inflows of ¥546.2 billion
from Long-term borrowings. As part of trading activities, while there were net cash inflows of ¥1,522.1 billion
from cash outflows due to an increase in Trading assets and Private equity investments in combination with cash
inflows due to an increase in Trading liabilities, they were offset by ¥1,788.4 billion of net cash outflows from
repo transactions and securities borrowed and loaned transactions such as Securities purchased under agreements
to resell, Securities sold under agreements to repurchase, and Securities borrowed, net of Securities loaned. As aresult, net cash of ¥457.4 billion was provided by operating activities.
Balance Sheet and Financial Leverage
Total assets as of March 31, 2015, were ¥41,783.2 billion, a decrease of ¥1,737.1 billion compared with
¥43,520.3 billion as of March 31, 2014, reflecting decreases in Securities purchased under agreements to resell andTrading assets. Total liabilities as of March 31, 2015, were ¥39,038.3 billion, a decrease of ¥1,928.8 billion
compared with ¥40,967.1 billion as of March 31, 2014, reflecting decreases in Securities sold under agreements torepurchase and Trading liabilities. NHI shareholders’ equity as of March 31, 2015, was ¥2,707.8 billion, an
increase of ¥194.1 billion compared with ¥2,513.7 billion as of March 31, 2014, due to increases in Retained
earnings and Accumulated other comprehensive income (loss).
63

We seek to maintain sufficient capital at all times to withstand losses due to extreme market movements.
The EMB is responsible for implementing and enforcing capital policies. This includes the determination of ourbalance sheet size and required capital levels. We continuously review our equity capital base to ensure that it
can support the economic risk inherent in our business. There are also regulatory requirements for minimum
capital of entities that operate in regulated securities or banking businesses.
As leverage ratios are commonly used by other financial institutions similar to us, we voluntarily provide a
Leverage ratio and Adjusted leverage ratio primarily for benchmarking purposes so that users of our annual
report can compare our leverage against other financial institutions. Adjusted leverage ratio is a non-GAAP
financial measure that Nomura considers to be a useful supplemental measure of leverage. There are currently no
regulatory or statutory reporting requirements which require us to disclose leverage ratios.
The following table presents NHI shareholders’ equity, total assets, adjusted assets and leverage ratios as ofMarch 31, 2014 and 2015.
Billions of yen, except ratios
March 31
2014
2015

NHI shareholders’ equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Adjusted assets(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Leverage ratio(2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Adjusted leverage ratio(3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 2,513.7
43,520.3
26,173.3
17.3 x10.4 x¥ 2,707.8
41,783.2
25,063.7
15.4 x
9.3 x(1) Represents total assets less Securities purchased under agreements to resell and Securities borrowed.
Adjusted assets is a non-GAAP financial measure and is calculated as follows:
Billions of yen
March 312014
2015

Total assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Less:Securities purchased under agreements to resell . . . . . . . . . . . . . . . . . . . . . . . . .
Securities borrowed . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Adjusted assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥43,520.3¥41,783.2

9,617.7
7,729.3¥26,173.3

8,481.5
8,238.0¥25,063.7(2) Equals total assets divided by NHI shareholders’ equity.
(3) Equals adjusted assets divided by NHI shareholders’ equity.
Total assets decreased by 4.0% reflecting primarily a decrease in Securities purchased under agreement toresell and Trading assets. Total NHI shareholders’ equity increased by 7.7% reflecting primarily an increase in
Retained earnings and Accumulated other comprehensive income (loss). As a result, our leverage ratio went
down from 17.3 times as of March 31, 2014 to 15.4 times as of March 31, 2015.
Adjusted assets decreased primarily due to a decrease in Trading assets. As a result, our adjusted leverage
ratio was 10.4 times as of March 31, 2014 and 9.3 times as of March 31, 2015.
Capital Management
Capital Management Policy
We seek to enhance shareholder value and to capture growing business opportunities by maintaining
sufficient levels of capital. We will continue to review our levels of capital as appropriate, taking into
consideration the economic risks inherent to operating our businesses, the regulatory requirements, andmaintaining our ratings necessary to operate businesses globally.
64Dividends
We believe that raising corporate value over the long term and paying dividends is essential to rewarding
shareholders. We will strive to pay dividends using a consolidated pay-out ratio of 30 percent of each semiannual consolidated earnings as a key indicator.
Dividend payments are determined taking into account a comprehensive range of factors such as thetightening of Basel regulations and other changes to the regulatory environment as well as the Company’s
consolidated financial performance.
Dividends will in principle be paid on a semi-annual basis with record dates of September 30 and March 31.
With respect to retained earnings, in order to implement measures to adapt to regulatory changes and toincrease shareholder value, we seek to efficiently invest in business areas where high profitability and growth
may reasonably be expected, including the development and expansion of infrastructure.
We consider repurchases of treasury stock as an option in our financial strategy to respond quickly tochanges in the business environment and to increase shareholder value. We make announcements immediately
after any decision to set up a share buyback program and conduct such programs in accordance with internal
guidelines.
Dividends for the Fiscal Year
Based on our Capital Management Policy described above, we paid a dividend of ¥6 per share toshareholders of record as of September 30, 2014 and have decided to pay a dividend of ¥13 per share toshareholders of record as of March 31, 2015. As a result, the total annual dividend will be ¥19 per share.
The following table sets forth the amounts of dividends per share paid by us in respect of the periods
indicated:
Fiscal year ended or ending March 31,

2010 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2011 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2012 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2013 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2014 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2015 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

First Quarter

Second Quarter

Third Quarter

Fourth Quarter

Total

¥—
—
—
—
—
—

¥4.00
4.00
4.00
2.00
8.00
6.00

¥—
—
—
—
—
—

¥ 4.00
4.00
2.00
6.00
9.00
13.00

¥ 8.00
8.00
6.00
8.00
17.00
19.00

Consolidated Regulatory Capital Requirements
As discussed in Item 4.B. of this annual report, the FSA established the “Guideline for Financial
Conglomerates Supervision” (“Financial Conglomerates Guideline”) in June 2005 and set out rules forconsolidated regulatory capital. We started monitoring our consolidated capital adequacy ratio in accordancewith the Financial Conglomerates Guideline from April 2005.
The Company has been assigned by the FSA as a Final Designated Parent Company who must calculate aconsolidated capital adequacy ratio according to the Capital Adequacy Notice on Final Designated Parent
Company in April 2011. Since then, we have been calculating our consolidated capital adequacy ratio according
to the Capital Adequacy Notice on Final Designated Parent Company. The Capital Adequacy Notice on Final
Designated Parent Company has been revised to be in line with Basel 2.5 and Basel III since then. We havecalculated a Basel III-based consolidated capital adequacy ratio from the end of March 2013. Basel 2.5 includes
significant change in calculation method of market risk and Basel III includes redefinition of capital items for the
purpose of requiring higher quality of capital and expansion of the scope of credit risk-weighted assets
calculation.
65

In accordance with Article 2 of the Capital Adequacy Notice on Final Designated Parent Company, ourconsolidated capital adequacy ratio is currently calculated based on the amounts of common equity Tier 1 capital,
Tier 1 capital (sum of common equity Tier 1 capital and additional Tier 1 capital), total capital (sum of Tier 1
capital and Tier 2 capital), credit risk-weighted assets, market risk and operational risk. As of March 31, 2015,
our common equity Tier 1 capital ratio (common equity Tier 1 capital divided by risk-weighted assets) was
12.9%, Tier 1 capital ratio (Tier 1 capital divided by risk-weighted assets) was 12.9% and consolidated capital
adequacy ratio (total capital divided by risk-weighted assets) was 14.8% and we were in compliance with therequirement for each ratio set out in the Capital Adequacy Notice on Final Designated Parent Company (required
level as of March 31, 2015 was 4.5% for the common equity Tier 1 capital ratio, 6.0% for the Tier 1 capital ratio
and 8.0% for the consolidated capital adequacy ratio).
The following table presents the Company’s consolidated capital adequacy ratios as of March 31, 2014 and2015.
Billions of yen, except ratios
March 312014
2015

Common equity Tier 1 capital . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Tier 1 capital . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total capital . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Risk-Weighted Assets
Credit risk-weighted assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Market risk equivalent assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Operational risk equivalent assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 2,314.2
2,314.2
2,715.7¥ 2,459.2
2,459.2
2,820.4

8,034.8
6,999.7
2,391.5

9,112.6
7,113.0
2,703.5

Total risk-weighted assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥17,425.9¥18,929.2

Consolidated Capital Adequacy Ratios
Common equity Tier 1 capital ratio . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Tier 1 capital ratio . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Consolidated capital adequacy ratio . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

13.2%
13.2%
15.5%

12.9%
12.9%
14.8%

Common equity Tier 1 capital, additional Tier 1 capital and Tier 2 capital are calculated by deducting
certain regulatory adjustments from basic capital for each capital class. Each capital amount and regulatory
adjustment is defined in the Capital Adequacy Notice on Final Designated Parent Company and these new
definitions of capital will come into effect gradually by transitional measures.
Since the end of March 2011, we have calculated credit risk-weighted assets and operational risk equivalent
assets by using the foundation Internal Ratings-Based Approach and the Standardized Approach, respectively,
with approval of the FSA. Furthermore, Market risk equivalent assets are calculated by using the Internal Models
Approach with the approval of the FSA.
We provide consolidated capital adequacy ratios not only to demonstrate that we are in compliance with therequirements set out in the Capital Adequacy Notice on Final Designated Parent Company but also forbenchmarking purposes so that users of this annual report can compare our capital position against those of otherfinancial groups who are already subject to Basel III requirements. Management receives and reviews thesecapital ratios on a regular basis.
Consolidated Leverage Ratio Requirements
In March 2015, the FSA issued guidance on the calculation methodology and disclosure requirements for a
consolidated regulatory leverage ratio by financial institutions through revisions to “Specification of items whicha final designated parent company should disclose on documents to show the status of its sound management”
66

(2010 FSA Regulatory Notice No. 132; “Notice on Pillar 3 Disclosure”) and publishing “Consolidated Leverage
Ratio prescribed by Commissioner of Financial Services Agency in accordance with Article 3, Paragraph 1 of
Pillar 3 Notice” (2015 FSA Regulatory Notice No. 11; “Notice on Consolidated Leverage Ratio”). As a result of
this guidance, Nomura will now disclose a consolidated leverage ratio measure from March 31, 2015 which is
calculated using the methodology prescribed by this guidance. Management will also receive and review thisconsolidated leverage ratio on a regular basis. As of March 31, 2015, our consolidated leverage ratio was 3.82%.
Changes to regulatory capital framework which affect us
The Basel Committee has issued a series of announcements regarding a Basel III program designed tostrengthen the regulatory capital framework in light of weaknesses revealed by the financial crises. The following
is a summary of the proposals which are most relevant to us.
On December 16, 2010, in an effort to promote a more resilient banking sector, the Basel Committee issued
Basel III, that is, “International framework for liquidity risk measurement, standards and monitoring” and “A
global regulatory framework for more resilient banks and banking systems”. The proposals include raising thequality, consistency and transparency of the capital base; strengthening the risk coverage of the capitalframework such as the implementation of a credit value adjustment (“CVA”) charge for OTC derivative trades;
introducing a leverage ratio requirement as a supplemental measure to the risk-based framework; introducing
minimum standards for funding and liquidity; and introducing a series of measures to address concerns over the“procyclicality” of the current framework. Additional capital, liquidity or other supervisory measures to reduce
the externalities created by systemically important institutions are also under review. These standards were
implemented from 2013, which includes transitional treatment, (i.e. they are phased in gradually from 2013). In
addition, after two rounds of public consultation and discussions with the Committee on Payment and Settlement
Systems (“CPSS”) and the International Organization of Securities Commissions (“IOSCO”), the BaselCommittee has issued interim rules for the capitalization of bank exposures to central counterparties (“CCPs”) on
July 25, 2012, which were intended to come into effect as of January 2013 as part of Basel III. This first version
of CCPs rule came into effect from 2013 and the final version of CCPs rule was announced in April 2014 fromthe Basel Committee, which is not implemented. Moreover, a series of final standards on the regulatory
frameworks such as Basel III leverage ratio framework and disclosure requirements, capital requirements forbanks’ equity investments in funds, the standardized approach for measuring counterparty credit risk exposures,
capital requirements for bank exposures to central counterparties, supervisory framework for measuring andcontrolling large exposures and revisions to the securitization framework have been published by the BaselCommittee.
At the G-20 summit in November 2011, the Financial Stability Board (“FSB”) and the Basel Committeeannounced the list of global systemically important banks (“G-SIBs”) and the additional requirements to the GSIBs including the recovery and resolution plan. The group of G-SIBs have been updated annually and publishedby the FSB each November. Since November 2011, we have not been designated as a G-SIBs. On the other hand,
the FSB and the Basel Committee were asked to work on extending the framework for G-SIBs to domestic
systemically important financial institutions (“D-SIBs”) and the Basel Committee developed and published a setof principles on the assessment methodology and the higher loss absorbency requirement for D-SIBs. In addition
to the above, the FSB and the IOSCO have published assessment methodologies for identifying Non-bank Noninsurer Global Systemically Important Financial Institutions (“NBNI G-SIFIs”), for public consultation.
Following the change in international regulatory environment, the FSA introduced rules and notices such as
the Capital Adequacy Notice on Final Designated Parent Company on consolidated regulation and supervision of
securities companies on a consolidated basis on April 1, 2011 to improve the stability and transparency ofJapan’s financial system and ensure the protection of investors. It is expected that the FSA’s regulation andnotice will be revised further to be in line with a series of rules and standards proposed by the Basel Committee,
FSB or IOSCO.

67

Credit Ratings
The cost and availability of unsecured funding are generally dependent on credit ratings. Our short-term andlong-term debt is rated by several recognized credit rating agencies. We believe that our credit ratings include thecredit ratings agencies’ assessment of the general operating environment, our positions in the markets in which
we operate, reputation, earnings structure, trend and volatility of our earnings, our risk management framework,
liquidity and capital management. An adverse change in any of these factors could result in a downgrade of ourcredit ratings, and that could, in turn, increase our borrowing costs and limit our access to the capital markets or
require us to post additional collateral and permit counterparties to terminate transactions pursuant to certain
contractual obligations. In addition, our credit ratings can have a significant impact on certain of our trading
revenues, particularly in those businesses where longer term counterparty performance is critical, such as OTC
derivative transactions.
The following tables present the credit ratings of the Company and NSC as of May 31, 2015.
Nomura Holdings, Inc.

Short-term Debt

Long-term Debt

A-2
—
F1
a-1
—

BBB+
Baa1
AA+
AA-

Short-term Debt

Long-term Debt

A-2
P-2
F1
a-1
—

AA3
AA+
AA-

Standard & Poor’s . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Moody’s Investors Service . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fitch Ratings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Rating and Investment Information, Inc. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Japan Credit Rating Agency, Ltd. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nomura Securities Co., Ltd.

Standard & Poor’s . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Moody’s Investors Service . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fitch Ratings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Rating and Investment Information, Inc. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Japan Credit Rating Agency, Ltd. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Both Rating and Investment Information, Inc. and Japan Credit Rating Agency, Ltd. are credit rating
agencies nationally recognized in Japan. We rely on, or utilize, credit ratings on our short-term and long-term
debt provided by these Japanese credit rating agencies, as well as Standard & Poor’s and Moody’s InvestorsService, for unsecured funding and other financing purposes and also for our trading and other businessactivities.
There has been no change to the ratings in the above table since the date indicated.
C. Research and Development, Patents and Licenses, etc.
Not applicable.
D. Trend Information.
The information required by this item is set forth in Item 5.A of this annual report.
E. Off-Balance Sheet Arrangements.
Off-balance sheet entities
In the normal course of business, we engage in a variety of off-balance sheet arrangements with off-balance
sheet entities which may have an impact on Nomura’s future financial position and performance.
Off-balance sheet arrangements with off-balance sheet entities include where Nomura has:•

an obligation under a guarantee contract;68•a retained or contingent interest in assets transferred to an off-balance sheet entity or similararrangement that serves to provide credit, liquidity or market risk support to such entity;•

any obligation, including a contingent obligation, under a contract that would be accounted for as a
derivative instrument; or•

any obligation, including a contingent obligation, arising out of a variable interest in an off-balance
sheet entity that is held by, and material to, us, where such entity provides financing, liquidity, market
risk or credit risk support to, or engages in leasing, hedging or research and development services with,us.

Off-balance sheet entities may take the form of a corporation, partnership, fund, trust or other legal vehicle
which is designed to fulfill a limited, specific purpose by its sponsor. We both create or sponsor these entities andalso enter into arrangements with entities created or sponsored by others.
Our involvement with these entities includes structuring, underwriting, distributing and selling debt
instruments and beneficial interests issued by these entities, subject to prevailing market conditions. In
connection with our securitization and equity derivative activities, we also act as a transferor of financial assets tothese entities, as well as, underwriter, distributor and seller of asset-repackaged financial instruments issued bythese entities. We retain, purchase and sell variable interests in SPEs in connection with our market-making,investing and structuring activities. Our other types of off-balance sheet arrangements include guarantee
agreements and derivative contracts. Significant involvement is assessed based on all of our arrangements withthese entities, even if the probability of loss, as assessed at the balance sheet date, is remote.
For further information about transactions with VIEs, see Note 6 “Securitizations and Variable Interest
Entities” in our consolidated financial statements included in this annual report.
F. Tabular Disclosure of Contractual Obligations.
In the ordinary course of our business, we enter into a variety of contractual obligations and contingent
commitments, which may require future payments. These arrangements include:
Standby letters of credit and other guarantees:•

In connection with our banking and financing activities, we enter into various guarantee arrangementswith counterparties in the form of standby letters of credit and other guarantees, which generally have
fixed expiration dates.

Long-term borrowings and contractual interest payments:•

In connection with our operating activities, we issue Japanese yen and non-Japanese yen denominatedlong-term borrowings which incur variable and fixed interest payments in accordance with our funding
policy.

Operating lease commitments:•

We lease our office space, certain employees’ residential facilities and other facilities in Japan andoverseas primarily under cancellable lease agreements which are customarily renewed upon expiration;•

We lease certain equipment and facilities in Japan and overseas under non-cancellable operating leaseagreements.

Capital lease commitments:•

We lease certain equipment and facilities in Japan and overseas under capital lease agreements.
69

Purchase obligations:•

We have purchase obligations for goods and services which include payments for construction,
advertising, and computer and telecommunications maintenance agreements.

Commitments to extend credit:•

In connection with our banking and financing activities, we enter into contractual commitments toextend credit, which generally have fixed expiration dates;•

In connection with our investment banking activities, we enter into agreements with clients under which
we commit to underwrite securities that may be issued by clients.

Commitments to invest in partnerships:•

We have commitments to invest in interests in various partnerships and other entities and commitments
to provide financing for investments related to those partnerships.

Note 8 “Leases” in our consolidated financial statements contains further detail on our operating leases andcapital leases. Note 10 “Borrowings” in our consolidated financial statements contains further detail on our shortterm and long-term borrowing obligations and Note 20 “Commitments, contingencies and guarantees” in ourconsolidated financial statements included in this annual report contains further detail on our other commitments,
contingencies and guarantees.
The contractual amounts of commitments to extend credit represent the maximum amounts at risk should
the contracts be fully drawn upon, should the counterparties default, and assuming the value of any existing
collateral becomes worthless. The total contractual amount of these commitments may not represent future cash
requirements since the commitments may expire without being drawn upon. The credit risk associated with thesecommitments varies depending on our clients’ creditworthiness and the value of collateral held. We evaluateeach client’s creditworthiness on a case-by-case basis. The amount of collateral obtained, if deemed necessary by
us upon extension of credit, is based on management’s credit evaluation of the counterparty.
The following table presents information regarding amounts and timing of our future contractual obligations
and contingent commitments as of March 31, 2015.

Total
contractual
amountMillions of yen
Years to maturity
Less than
1 to 33 to 5
1 yearyears
years

More than
5 years

Standby letters of credit and other guarantees . . . ¥9,494 ¥
13 ¥
8 ¥
— ¥
9,473
Long-term borrowings(1) . . . . . . . . . . . . . . . . . . . .
8,202,773
982,982 2,049,893 2,204,074 2,965,824
Contractual interest payments(2) . . . . . . . . . . . . . .
1,163,644
149,435
250,550
183,247
580,412
Operating lease commitments . . . . . . . . . . . . . . . .
171,746
20,41034,722
28,31488,300Capital lease commitments(3) . . . . . . . . . . . . . . . .
66,840
3,750
8,785
8,681
45,624Purchase obligations(4) . . . . . . . . . . . . . . . . . . . . . .
18,77916,363
2,416——Commitments to extend credit . . . . . . . . . . . . . . .
421,526
50,39574,747
181,211
115,173
Commitments to invest in partnerships . . . . . . . . .
20,710
2,676
318
6,462
11,254
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥10,075,512 ¥1,226,024 ¥2,421,439 ¥2,611,989 ¥3,816,060(1) The amounts disclosed within long-term borrowings exclude financial liabilities recognized within
long-term borrowings as a result of transfers of financial assets that are accounted for as financings rather
than sales in accordance with ASC 860. These are not borrowings issued for our own funding purposes andtherefore do not represent actual contractual obligations by us to deliver cash.
70

(2) The amounts represent estimated future interest payments related to long-time borrowings based on the
period through to their maturity and applicable interest rates as of March 31, 2015.
(3) The total contractual amount of capital lease commitments is the total minimum lease payments before
deducting interest.
(4) The minimum contractual obligations under enforceable and legally binding contracts that specify all
significant terms. Amounts exclude obligations that are already reflected on our consolidated balance sheets
as liabilities or payables.
Excluded from the above table are obligations that are generally short-term in nature, including short-termborrowings, deposits received at banks and other payables, collateralized agreements and financing transactions(such as reverse repurchase and repurchase agreements), and trading liabilities.
In addition to amounts presented above, we have commitments under reverse repurchase and repurchaseagreements including amounts in connection with collateralized agreements and collateralized financing. These
commitments amount to ¥3,140 billion for reverse repurchase agreements and ¥1,296 billion for repurchaseagreements as of March 31, 2015.
Item 6. Directors, Senior Management and Employees
A. Directors and Senior Management.
Directors
The following table provides information about Directors of the Company as of June 25, 2015.
Name(Date of Birth)

Responsibilities and Status within Nomura/
Other Principal Business Activities

Nobuyuki Koga
(Aug. 22, 1950)

Director
Chairman of the Board of Directors
Chairman of the Nomination Committee
Chairman of the Compensation
Committee
Director and Chairman of Nomura
Securities Co., Ltd.
Representative Director and President ofKanagawa Kaihatsu Kanko Co., Ltd.

Business Experience

Apr. 1974
Jun. 1995
Apr. 1999
Jun. 2000
Oct. 2001

Apr. 2003

Jun. 2003

Apr. 2008

Jun. 2008

71

Joined the Company
Director of the Company
Managing Director of theCompany
Director and Deputy Presidentof the Company
Director and Deputy Presidentof the Company
Director and Deputy Presidentof Nomura Securities Co., Ltd.
Director and President of theCompany
Director and President of
Nomura Securities Co., Ltd.
Director, President & CEO of
the Company
Director and Executive Officer
and President of Nomura
Securities Co., Ltd.
Director and Representative
Executive Officer of theCompany
Director and Chairman of
Nomura Securities Co., Ltd.
Director and Chairman of
Nomura Securities Co., Ltd.

Name
(Date of Birth)

Responsibilities and Status within Nomura/
Other Principal Business Activities

Business Experience

Jun. 2011

Koji Nagai(Jan. 25, 1959)

Director, Representative Executive Officer Apr. 1981
and Group CEO
Apr. 2003
Director and President of Nomura
Securities Co., Ltd.
Jun. 2003

Atsushi Yoshikawa(Apr. 7, 1954)

Director, Representative Executive Officer
and Group COO
Director and Representative Executive
Officer of Nomura Securities Co., Ltd.
Chairman of Nomura Holding America
Inc.

Director and Chairman of theCompany (Current)
Director and Chairman of
Nomura Securities Co., Ltd.
(Current)

Joined the Company
Director of Nomura Securities
Co., Ltd.
Senior Managing Director of
Nomura Securities Co., Ltd.
Apr. 2007 Executive Managing Directorof Nomura Securities Co., Ltd.
Oct. 2008 Senior Corporate Managing
Director of Nomura Securities
Co., Ltd.
Apr. 2009 Executive Managing Directorand Executive Vice Presidentof Nomura Securities Co., Ltd.
Apr. 2011 Co-COO and Deputy Presidentof Nomura Securities Co., Ltd.
Apr. 2012 Senior Managing Director of
the Company
Director and President of
Nomura Securities Co., Ltd.
Aug. 2012 Representative Executive
Officer & Group CEO of theCompany
Director and President of
Nomura Securities Co., Ltd.
Jun. 2013 Director, Representative
Executive Officer & GroupCEO of the Company (Current)
Director and President of
Nomura Securities Co., Ltd.
(Current)
Apr. 1978
Jun. 2000
Oct. 2001
Jun. 2003
Apr. 2004

Apr. 2005

72

Joined the Company
Director of the Company
Director of Nomura Securities
Co., Ltd.
Senior Managing Director of
Nomura Securities Co., Ltd.
Senior Managing Director of
the Company
Executive Managing Directorof Nomura Asset Management
Co., Ltd.
Senior Managing Director of
the Company
Executive Vice President of
Nomura Asset Management
Co., Ltd.

Name(Date of Birth)

Responsibilities and Status within Nomura/
Other Principal Business Activities

Business Experience

Apr. 2006

Executive Vice President of
Nomura Asset Management
Co., Ltd.
Apr. 2008 Director and President of
Nomura Asset Management
Co., Ltd.
Oct. 2008 Executive Managing Directorof the Company
Director, President & CEO of
Nomura Asset Management
Co., Ltd.
Jun. 2011 Executive Vice President of theCompany
CEO and President of Nomura
Holding America Inc.
Aug. 2012 Representative Executive
Officer & Group COO of theCompany
Chairman of Nomura Holding
America Inc.
Jun. 2013 Director, Representative
Executive Officer & GroupCOO of the Company
Chairman of Nomura Holding
America Inc.
Apr. 2014 Director, Representative
Executive Officer & GroupCOO of the Company(Current)
Director and Representative
Executive Officer of Nomura
Securities Co., Ltd. (Current)
Chairman of Nomura Holding
America Inc. (Current)
Hiroyuki Suzuki(Feb. 3, 1959)

Director
Member of the Audit Committee (fulltime)
Outside Director of Nomura AssetManagement Co., Ltd.

73

Apr. 1982
Apr. 2005

Joined the Company
Senior Managing Director of
Nomura Securities Co., Ltd.
Oct. 2008 Senior Managing Director of
the Company
Dec. 2008 Senior Managing Director of
Nomura Securities Co., Ltd.
Apr. 2009 Senior Corporate Managing
Director of Nomura Securities
Co., Ltd.
Jun. 2010 Senior Corporate Managing
Director of the Company
Executive Managing Director
and Senior Corporate
Managing Director of Nomura
Securities Co., Ltd.

Name
(Date of Birth)

Responsibilities and Status within Nomura/
Other Principal Business Activities

Business Experience

Apr. 2011

Apr. 2013
Jun. 2013
David Benson(Feb. 9, 1951)

Director
Non-Executive Director of Nomura
Europe Holdings plc
Non-Executive Director of Nomura
International plc

Feb. 1997

Masahiro Sakane(Jan 7, 1941)

Outside Director
Member of the Nomination Committee
Member of the Compensation Committee
Councilor of Komatsu Ltd.
Outside Director of Tokyo Electron
LimitedOutside Director of Asahi Glass Co., Ltd.
Outside Director of Takeda
Pharmaceutical Company Limited
Outside Director of Kajima Corporation
Outside Director of Nomura Securities
Co., Ltd.

Apr. 1963
Jun. 2001

Joined Nomura International
plc
Jul. 1999 Head of Risk Management,
Nomura International plc
Mar. 2005 Chief Operating Officer(“COO”) of Nomura
International plc
Aug. 2007 Resigned from Nomura
International plc
Nov. 2008 Chief Risk Officer (“CRO”),
Senior Managing Director of
the Company
Jan. 2011 Senior Managing Director of
the Company, Vice Chairman,
Risk and Regulatory Affairs
Apr. 2011 Vice Chairman of theCompany (Senior Managing
Director)
Jun. 2011 Director of the Company(Current)

Jun. 2003

Jun. 2007
Jun. 2008
Jun. 2010
Apr. 2013
Jun. 2013

Takao Kusakari(Mar. 13, 1940)

Outside Director
Member of the Nomination Committee
Member of the Compensation Committee
Senior Advisor of NYK Line
Outside Director of Nomura Securities
Co., Ltd.

74

Senior Corporate Managing
Director of the Company
Executive Vice President of
Nomura Securities Co., Ltd.
Advisor of the Company
Director of the Company(Current)

Apr. 1964

Joined Komatsu Ltd.
Representative Director andPresident of Komatsu Ltd.
Representative Director andPresident & CEO of Komatsu
Ltd.
Representative Director andChairman of Komatsu Ltd.
Outside Director of theCompany (Current)
Director and Chairman of
Komatsu Ltd.
Director and Councilor of
Komatsu Ltd.
Councilor of Komatsu Ltd.
(Current)

Joined Nippon Yusen
Kabushiki Kaisha (“NYKLine”)
Aug. 1999 President of NYK Line
Apr. 2002 President, Corporate Officer of
NYK Line
Apr. 2004 Chairman, Corporate Officer of
NYK LineName(Date of Birth)

Responsibilities and Status within Nomura/
Other Principal Business Activities

Business Experience

Apr. 2006
Apr. 2009
Jun. 2010
Jun. 2011
Apr. 2015
Tsuguoki Fujinuma(Nov. 21, 1944)

Outside Director
Chairman of the Audit Committee
Outside Statutory Auditor of Sumitomo
Corporation
Outside Statutory Auditor of Takeda
Pharmaceutical Company Limited
Outside Director of Sumitomo Life
Insurance Company
Outside Statutory Auditor of Seven & i
Holdings Co., Ltd.
Outside Director of Nomura Securities
Co., Ltd.

Apr. 1969

Toshinori Kanemoto(Aug. 24, 1945)

Outside Director
Member of the Audit Committee
Of-Counsel of City-Yuwa Partners
Outside Statutory Auditor of JX Holdings,
Inc.
Outside Director of Riken Corporation
Outside Director of Nomura Securities
Co., Ltd.

Apr. 1968
Apr. 1992

75

Chairman, Chairman Corporate
Officer of NYK Line
Director and Corporate
Advisor of NYK Line
Corporate Advisor of NYK
Line
Outside Director of theCompany (Current)
Senior Advisor of NYK Line(Current)

Joined Horie Morita
Accounting Firm
Jun. 1970 Joined Arthur & Young
Accounting Firm
Nov. 1974 Registered as a Certified Public
Accountant
May 1991 Managing Partner of Asahi
Shinwa Accounting Firm
Jun. 1993 Managing Partner of Ota
Showa & Co. (Ernst & Young
ShinNihon (currently, Ernst &Young ShinNihon LLC))
May 2000 President of the International
Federation of Accountants
Jul. 2004 Chairman and President of theJapanese Institute of Certified
Public Accountants
Jun. 2007 Retired from Ernst & Young
ShinNihon
Jul. 2007 Advisor of the JapaneseInstitute of Certified Public
Accountants (Current)
Jun. 2008 Outside Director of theCompany (Current)
Joined National Police Agency
Kumamoto Prefecture Police
Headquarters, Director-General
Aug. 1995 Director General of theInternational Affairs
Department, National Police
AgencyOct. 1996 President of ICPO-INTERPOL
Aug. 2000 President, National Police
AcademyApr. 2001 Director of Cabinet Intelligence,
Cabinet Secretariat, Governmentof JapanJan. 2007 Registered as Attorney-at-Law(Dai-ichi Tokyo Bar
Association)
Feb. 2007 Of-Counsel of City-Yuwa
Partners (Current)
Jun. 2011 Outside Director of theCompany (Current)Name(Date of Birth)

Hiroshi Kimura(Apr. 23, 1953)

Responsibilities and Status within Nomura/
Other Principal Business Activities

Outside Director
Member of the Audit Committee
Special Advisor of Japan Tobacco Inc.
Outside Director of Asahi Glass Co., Ltd.

Business Experience

Apr. 1976
Jun. 1999
Jun. 2001
Jun. 2005
Jun. 2006
Jun. 2012
Jun. 2014
Jun. 2015

Dame Clara Furse(Sep. 16, 1957)

Outside Director
Non-Executive Director of Amadeus IT
Holding, S.A.
Non-Executive Director of U.K.
Department for Work and Pensions
External Member of the Bank ofEngland’s Financial Policy Committee
Non-Executive Director of Vodafone
Group Plc

Feb. 1983
Jun. 1990
Jun. 1997
May 1998
Jan. 2001
Jun. 2010
Apr. 2013

Michael Lim Choo
San
(Sep. 10, 1946)

Outside Director
Chairman of the Land Transport Authorityof Singapore
Independent Director of OlamInternational Limited
Director of Nomura Asia Holding N.V.
Non-Executive Chairman of Nomura
Singapore Ltd.

76

Joined Japan Tobacco and Salt
Public Corporation (currently,
Japan Tobacco Inc.)
Director of Japan Tobacco Inc.
Resigned as Director of Japan
Tobacco Inc.
Director of Japan Tobacco Inc.
President and CEO and
Representative Director ofJapan Tobacco Inc.
Chairman of the Board of Japan
Tobacco Inc.
Special Advisor of Japan
Tobacco Inc.
Outside Director of theCompany (Current)
Joined Phillips & Drew
(currently UBS)
Non-Executive Director of
London International Financial
Futures Exchange (“LIFFE”)
Deputy Chairman of LIFFE
Group Chief Executive of
Credit Lyonnais Rouse
Chief Executive of London
Stock Exchange Group
Outside Director of theCompany (Current)
External Member of the Bankof England’s Financial Policy
Committee (Current)

Aug. 1972 Joined Price Waterhouse,
SingaporeJan. 1992 Managing Partner of Price
Waterhouse, Singapore
Oct. 1998 Member of the Singapore
Public Service Commission(Current)
Jul. 1999 Executive Chairman ofPricewaterhouseCoopers,
Singapore
Sep. 2002 Chairman of the Land
Transport Authority ofSingapore (Current)
Sep. 2004 Independent Director of OlamInternational Limited (Current)
Jun. 2011 Outside Director of theCompany (Current)
Nov. 2011 Chairman of the AccountingStandards Council, Singapore(Current)
Apr. 2013 Chairman of the Singapore
Accountancy Commission(Current)

Among the Directors listed above, Masahiro Sakane, Takao Kusakari, Tsuguoki Fujinuma, Toshinori
Kanemoto, Hiroshi Kimura, Dame Clara Furse, and Michael Lim Choo San satisfy the requirements for an“outside director” under the Companies Act.
Executive Officers
The following table provides information about the Company’s Executive Officers as of June 25, 2015.
Name(Date of Birth)

Responsibilities and Status within Nomura/
Other Principal Business Activities

Business Experience

Koji Nagai(Jan. 25, 1959)

See “Directors” under this Item 6.A.

See “Directors” under this Item 6.A.

Atsushi Yoshikawa(Apr. 7, 1954)

See “Directors” under this Item 6.A.

See “Directors” under this Item 6.A.

Tetsu Ozaki(Jan. 16, 1958)

Executive Managing Director
Wholesale CEO
Deputy President of Nomura Securities
Co., Ltd.

Apr. 1982
Apr. 2004

Apr. 2007

Apr. 2008
Oct. 2008

Aug. 2012
Apr. 2013
Apr. 2014

Toshio Morita(Apr. 17, 1961)

Executive Managing Director
Retail CEO
Representative Executive Officer andExecutive Vice President of Nomura
Securities Co., Ltd.

Apr. 1985
Apr. 2008
Oct. 2008
Apr. 2010

Apr. 2011

77

Joined the Company
Senior Managing Director of
the Company
Senior Managing Director of
Nomura Securities Co., Ltd.
Senior Managing Director of
the Company
Counselor of Nomura Securities
Co., Ltd.
Executive Managing Directorof Nomura Securities Co., Ltd.
Senior Corporate Managing
Director of Nomura Securities
Co., Ltd.
Deputy President of Nomura
Securities Co., Ltd.
Director and Deputy Presidentof Nomura Securities Co., Ltd.
Executive Managing Directorof the Company (Current)
Wholesale CEO (Current)
Deputy President of Nomura
Securities Co., Ltd. (Current)
Joined the Company
Executive Managing Directorof Nomura Securities Co., Ltd.
Senior Managing Director of
Nomura Securities Co., Ltd.
Senior Corporate Managing
Director of Nomura Securities
Co., Ltd.
Senior Corporate Managing
Director of the Company
Counselor of Nomura
Securities Co., Ltd.

Name
(Date of Birth)

Responsibilities and Status within Nomura/
Other Principal Business Activities

Business Experience

Apr. 2012

Aug. 2012

Apr. 2015

Kunio Watanabe(Feb. 22, 1963)

Executive Managing Director
Asset Management CEO
Director, President and CEO of Nomura
Asset Management Co., Ltd.

Apr. 1985
Apr. 2009
Apr. 2012
Apr. 2014

Shoichi Nagamatsu(Jul. 6, 1958)

Executive Managing Director
Chief of Staff
Executive Managing Director andExecutive Vice President of Nomura
Securities Co., Ltd.
Outside Director of The Nomura Trustand Banking Co., Ltd.
Outside Director of Nomura AssetManagement Co., Ltd.

Apr. 1982
Apr. 2004
Oct. 2008

Jun. 2010

Apr. 2012
Jun. 2012

Apr. 201378

Senior Corporate Managing
Director of the Company
Senior Corporate Managing
Director of Nomura Securities
Co., Ltd.
Executive Managing Directorof the Company (Current)
Retail CEO (Current)
Executive Vice President of
Nomura Securities Co., Ltd.
Representative Executive
Officer and Executive Vice
President of Nomura Securities
Co., Ltd. (Current)
Joined the Company
Senior Managing Director of
Nomura Asset Management
Co., Ltd.
Senior Corporate Managing
Director of Nomura AssetManagement Co., Ltd.
Executive Managing Directorof the Company (Current)
Asset Management CEO(Current)
Director, President and CEO of
Nomura Asset Management
Co., Ltd. (Current)
Joined the Company
Senior Managing Director of
Nomura Securities Co., Ltd.
Executive Managing Directorof the Company
Senior Managing Director of
Nomura Securities Co., Ltd.
Senior Corporate Managing
Director of the Company
Senior Corporate Managing
Director of Nomura Securities
Co., Ltd.
Senior Corporate Managing
Director of Nomura Securities
Co., Ltd.
Executive Managing Director
and Senior Corporate
Managing Director of Nomura
Securities Co., Ltd.
Executive Managing Directorof the Company (Current)
Chief of Staff (Current)
Executive Managing Directorand Executive Vice Presidentof Nomura Securities Co., Ltd.
(Current)

Name(Date of Birth)

Responsibilities and Status within Nomura/
Other Principal Business Activities

Shigesuke Kashiwagi Executive Managing Director(Nov. 13, 1959)
Chief Financial Officer
Executive Managing Director andExecutive Vice President of Nomura
Securities Co., Ltd.
Financial Officer of Nomura Securities
Co., Ltd.

Business Experience

Apr. 1982
Apr. 2004

Apr. 2006
Apr. 2007

Oct. 2008
Apr. 2013

Apr. 2014

Joined the Company
Senior Managing Director of
the Company
Senior Managing Director of
Nomura Securities Co., Ltd.
Senior Managing Director of
Nomura Securities Co., Ltd.
Senior Managing Director(Executive Officer) of theCompany
Senior Managing Director of
the Company
Executive Managing Directorof the Company
Chief Financial Officer of theCompany
Executive Managing Director
and Senior Corporate
Managing Director of Nomura
Securities Co., Ltd.
Financial Officer of Nomura
Securities Co., Ltd.
Executive Managing Directorof the Company (Current)
Chief Financial Officer of theCompany (Current)
Executive Managing Directorand Executive Vice Presidentof Nomura Securities Co., Ltd.
(Current)
Financial Officer of Nomura
Securities Co., Ltd. (Current)

B. Compensation.
(1) Compensation policy
We have developed our compensation policy for both executives and employees of the Nomura Group to
enable us to achieve sustainable growth, realize a long-term increase in shareholder value, deliver client
excellence, compete in a global market and enhance our reputation. Our compensation policy is based around thefollowing six key themes. It aims to:1.

align with Nomura values and strategies;2.

reflect group, divisional and individual performance;3.

establish appropriate performance measurement with a focus on risk;

4.

align employee and shareholder interests;

5.

establish appropriate compensation structures; and6.

ensure robust governance and control processes.
79

(2) Compensation governance
The Compensation Committee of Nomura, which is a statutory committee, is responsible for approving ouroverall compensation policy and for ensuring that the Nomura Group’s compensation framework supports ourbusiness strategy.
The Company has delegated authority to the Human Resources Committee (“HRC”) to develop and to
implement the Nomura Group’s compensation policy. The HRC’s responsibilities include:•

approving the compensation framework, while taking into account necessary factors to ensure that all
staff, including members of executive management, are provided with appropriate incentives to enhancetheir performance and are rewarded for their individual contributions to the success of our businessglobally;•

approving the total bonus pool and its allocation to each business;•reviewing the performance measures of senior executives to ensure that compensation reflects theperformance of both individuals and our business globally;•

continually reviewing the appropriateness and relevance of our compensation policy; and•approving any major changes in employee benefits structures globally;

Current members of the HRC include the Group CEO (as Chairman of the Committee), Group COO, CFO,
Chief Risk Officer (“CRO”), Chief of Staff and heads of Human Resources.
(3) Nomura’s compensation framework
Nomura delivers compensation to executives and employees through fixed and variable components. The
key objectives of these components are provided below, together with the specific elements of each component.
Compensation
Components

Fixed Compensation

Variable Compensation

Objectives•

Rewards individuals for their knowledge,
skills, competencies and experiences•

Reflects local labour market standards••

Specific Elements•

Base salary

Reflects practices of local labour markets
to deliver allowances as a part of fixedcompensation to individuals•

Housing allowances•

Overtime pay

Rewards team and individual
performances, and their contribution toresults as well as the Company’s
strategic and future value•

Cash bonuses•

Deferred compensation•

Reflects appropriate internal and marketbased peer comparisons•Reflects broad views on compensation,
including individual performances,approaches to risk, compliance andcross-divisional cooperation

Note: Benefits driven by local market regulations and practices are not included in the above.
Fixed Compensation in EMEA was revised in line with regulations on remunerations in European countries.
80(4) Variable Compensation
Cash bonuses
A proportion of variable compensation is delivered in the form of a cash payment following the end of the
fiscal year. Individuals with higher levels of compensation receive a lower proportion in cash. This is in line withregulatory guidance, and while the policy is global in application, specific local regulatory requirements will beadhered to when deciding on proportions of cash bonuses.
Deferred compensation
Certain senior management and employees whose compensation is above a certain level receive a portion of
their variable compensation through deferred compensation awards. By linking the economic value of a part ofcompensation to Nomura’s stock price and imposing certain vesting periods, such plans will:•align employee interest with that of shareholders;•increase employee retention through providing opportunities to grow personal wealth over the period
from grant to vesting; and•encourage cross-divisional and cross-regional collaboration by focusing individuals on a common goalof long-term increase in corporate value.

As a result of these benefits, deferred compensation awards are also recommended by regulators in the key
jurisdictions in which we operate.
The deferral period over which our deferred compensation awards vest is generally three or more years. This
is in line with the “Principles for Sound Compensation Practices” issued by the FSB, which recommends, among
other things, a deferral period of three or more years. Deferred compensation awards are also generally reduced,
forfeited or clawed back in the event of:•voluntary termination of employment;•material restatement in our consolidated group financial statements;•

material violation of policies of Nomura; and•material detriment to the business or reputation of Nomura.

Deferred compensation awards for the fiscal year ended March 31, 2013 and subsequent fiscal years which
are delivered to senior management and employees who exceed certain compensation levels will also be reduced,
forfeited or clawed back in the event of a material downturn in performance of the Nomura group and/or amaterial failure of risk management.
Furthermore, stricter terms and conditions for reduction, forfeiture and clawback were introduced into
deferred compensation awards for the fiscal year ended March 31, 2015.
Certain deferred compensation awards delivered in respect of the fiscal years ended March 31, 2013 andMarch 2014 include “Full Career Retirement” (“FCR”) provisions which permit recipients of the awards tocontinue to vest in the awards upon voluntary termination if certain criteria are met. Awards in respect of the
fiscal year ended March 31, 2015 include similar FCR provisions, however the ability of the recipient to claim
FCR in the first year of the award is now limited to a pre-defined election window which closes at 25 June.
Nomura’s deferred compensation awards currently comprise core deferral awards and supplemental deferralawards.
81

1. Core deferral awards(a) Stock Acquisition Right (“SAR”) awards
Nomura has issued the following two types of SAR awards.
•

SAR Plan A awards
The Company issues SAR Plan A awards linked to price of the Company’s common stock pursuant toseveral stock option plans. These awards vest and are exercisable into the Company’s common stock
two years after grant date, expire approximately seven years after grant date, and are subject toforfeiture on voluntary termination of employment or involuntary termination for cause. The exercise
price is generally not less than the fair value of the Company’s common stock on grant date. The
awards qualify as SARs under Japanese tax law and are therefore delivered primarily to employees inJapan.

•SAR Plan B awards
The Company issues SAR Plan B awards linked to price of the Company’s common stock pursuant toseveral stock unit plans. These awards vest and are exercisable into the Company’s common stock
approximately half to five years after grant date, expire approximately five and a half to ten years after
grant date, and are subject to forfeiture on voluntary termination of employment or involuntarytermination for cause.
This plan is intended to offer a similar economic effect as restricted stock, as commonly used in the
U.S. and Europe. Options are granted with an exercise price of ¥1 per share.

(b) Notional Stock Unit (“NSU”) awards
NSU awards are cash-settled awards linked to the price of the Company’s common stock which aredesigned to replicate the key features of SAR Plan B awards described above but are settled in cash rather than
exercisable into the Company’s common stock. This allows equity-linked awards to be made in countries where
SARs are less favorably treated from tax or other perspectives. These awards have graded vesting over five years
from grant date and are subject to forfeiture on voluntary termination of employment or involuntary termination
for cause.
2. Supplemental deferral awards
Beginning with the fiscal year ended March 31, 2011, we have also delivered deferred compensation tocertain senior management and employees through supplemental deferral awards which are in additional to thecore deferral awards described above. These awards reinforce our goals of retaining and motivating our key
talent in the competitive market place. These awards have graded vesting over five years after grant date.
(a) Collared Notional Stock Unit (“CSU”) awards
CSU awards are linked to the value of the Nomura’s stock price subject to a cap and a floor.
(b) Notional Indexed Unit (“NIU”) awards
NIU awards are linked to a world stock index quoted by Morgan Stanley Capital International. Other
material terms, including deferral period and vesting conditions, are the same as those for CSUs.

82

(5) Consistency with risk management and linkage to performance
In determining aggregate compensation, Nomura considers the ratio of personnel expense against income(after a specific risk adjustment and before deduction of tax and personnel expenses). The risk adjustment toincome is determined by deducting a certain proportion of economic capital from each division’s revenue. Sucheconomic capital comprehensively recognizes quantitatively assessed risks, and reflects various risks including
market, credit, liquidity, and operational risks.
Nomura recognizes that its aggregate compensation should maintain consistency with the current financial
soundness and future prospects of Nomura, and that it should not have significant impact on capital adequacy inthe future.
(6) Compensation for Directors and Executive Officers
Pursuant to the fundamental approach and framework of compensation as described above, and as acompany which adopts a committee-based corporate governance system, a Compensation Committee of Nomura
determines compensation of its Directors and Executive Officers in accordance with our applicable compensation
policy.
1.

Aggregate compensation
Number ofMillions of yen
Directors or
Year
ended
March 31, 2015
Executive
Officers(1) Basic Compensation(2) Bonus Deferred Compensation(3)Total

Directors . . . . . . . . . . . . . . . . . . . . . . . . . . .
(Outside Directors included in above) . . . .
Executive Officers . . . . . . . . . . . . . . . . . . .

9
(6)
7

¥ 285
(144)
501

¥ 46
(—)
273

¥ 103
(—)
646

¥ 433
(144)
1,420

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

16

¥ 786

¥ 319

¥ 749

¥1,853(1) There were 9 Directors and 7 Executive Officers as of March 31, 2015. Compensation to Directors who
were concurrently serving as Executive Officers is included in that of Executive Officers.
(2) Basic compensation of ¥786 million includes other compensation (commuter pass allowance) of¥0.4 million that has been provided.
(3) Deferred compensation (such as stock options) granted during the year ended March 31, 2015 and prior isrecognized as expense in the financial statements for the year ended March 31, 2015.
(4) Subsidiaries of the Company paid ¥57 million to Outside Directors as compensation etc. for theirdirectorship at those subsidiaries for the year ended March 31, 2015.
(5) The Company abolished retirement bonuses to Directors in 2001.

83

2. Individual compensation of Directors and Executive Officers receiving ¥100 million or more
Millions of yen

Name

Company

Category

Nobuyuki Koga . . . . . . . . . . .
Koji Nagai . . . . . . . . . . . . . . .

NomuraNomuraAtsushi Yoshikawa . . . . . . . .

NomuraTetsu Ozaki . . . . . . . . . . . . . .

NomuraToshio Morita . . . . . . . . . . . .

NomuraKunio Watanabe . . . . . . . . . .

NomuraShoichi Nagamatsu . . . . . . . .

NomuraShigesuke Kashiwagi . . . . . . .

NomuraDirector
Director,
Representative
Executive
Officer(Group CEO)
Director,
Representative
Executive
Officer(Group COO)
Executive
Officer
Executive
Officer
Executive
Officer
Executive
Officer
Executive
Officer

Fixed Remuneration
Variable Compensation(1)(Basic Compensation)
EquityDeferredCompensation
Cash Compensation
Base Salary(SARs)
Total Bonus (SARs, etc.) Total Total
¥ 83
102

¥—
17

¥ 83
119

¥36
70

¥ 73
139

¥109
209

¥192
328

92

16

108

57

115

172

280

66

13

79

40

81

121

200

60

13

73

49

98

147

220

60

13

73

22

45

67

140

60

13

73

19

38

57

130

60

13

73

16

31

47

120

(1) Variable Compensation indicates the amount determined as remuneration based on the performance during the fiscal year ended
March 31, 2015.

Stock Acquisition Rights (“SARs”)
The following table presents information regarding unexercised Stock Acquisition Rights as of March 31,
2015.
March 31, 2015

Series of SARs

Allotment Date

Number of
Shares under
SARs

Stock Acquisition Rights No.19

April 23, 2008

40,300Stock Acquisition Rights No.20

June 23, 2008

15,900Stock Acquisition Rights No.21

June 23, 2008

89,900Stock Acquisition Rights No.22

August 5, 2008

110,000

Stock Acquisition Rights No.23

August 5, 2008

1,862,000

Stock Acquisition Rights No.28

April 30, 2009

212,800

Stock Acquisition Rights No.29

June 16, 2009

83,300Stock Acquisition Rights No.30

June 16, 2009

235,300

84

Exercise Periodof SARs

From April 24, 2010
to April 23, 2015
From June 24, 2010
to June 23, 2015
From June 24, 2010
to June 23, 2015
From August 6, 2010
to August 5, 2015
From August 6, 2010
to August 5, 2015
From May 1, 2011
to April 30, 2016
From June 17, 2011
to June 16, 2016
From June 17, 2011
to June 16, 2016

Exercise
Price perPaid-in
Share under Amount for
SARs
SARs

¥

1

¥0

1

0

1

0

1,280

0

1,280

0

1

0

1

0

1

0

March 31, 2015

Series of SARs

Allotment Date

Number of
Shares under
SARs

Stock Acquisition Rights No.31

August 5, 2009

156,000

Exercise Periodof SARs

From August 6, 2011
to August 5, 2016
Stock Acquisition Rights No.32 August 5, 2009
2,192,000 From August 6, 2011
to August 5, 2016
Stock Acquisition Rights No.34
May 18, 2010
935,900
From May 19, 2012
to May 18, 2017
Stock Acquisition Rights No.35
May 18, 2010
837,100
From May 19, 2012
to May 18, 2017
Stock Acquisition Rights No.37
July 28, 2010
1,956,400 From April 30, 2012
to April 29, 2017
Stock Acquisition Rights No.38
July 28, 2010
694,900 From April 30, 2013
to April 29, 2018
Stock Acquisition Rights No.39 November 16, 2010 1,888,600 From November 16, 2012
to November 15, 2017
Stock Acquisition Rights No.40
June 7, 2011
1,282,900
From May 25, 2012
to May 24, 2018
Stock Acquisition Rights No.41
June 7, 2011
2,058,000
From May 25, 2013
to May 24, 2018
Stock Acquisition Rights No.42
June 7, 2011
3,729,400
From May 25, 2014
to May 24, 2018
Stock Acquisition Rights No.43 November 16, 2011 1,787,100 From November 16, 2013
to November 15, 2018
Stock Acquisition Rights No.44
June 5, 2012
1,328,400 From April 20, 2013
to April 19, 2018
Stock Acquisition Rights No.45
June 5, 2012
2,619,500 From April 20, 2014
to April 19, 2019
Stock Acquisition Rights No.46
June 5, 201212,133,900 From April 20, 2015
to April 19, 2020
Stock Acquisition Rights No.47
June 5, 2012
4,781,100 From April 20, 2016
to April 19, 2021
Stock Acquisition Rights No.48
June 5, 2012
4,757,600 From April 20, 2017
to April 19, 2022
Stock Acquisition Rights No.49
June 5, 2012
1,649,300 From October 20, 2015
to April 19, 2021
Stock Acquisition Rights No.50
June 5, 2012
1,647,900 From October 20, 2016
to April 19, 2022
Stock Acquisition Rights No.51 November 13, 2012 2,227,900 From November 13, 2014
to November 12, 2019
Stock Acquisition Rights No.52
June 5, 2013
1,919,900 From April 20, 2014
to April 19, 2019
Stock Acquisition Rights No.53
June 5, 2013
6,727,400 From April 20, 2015
to April 19, 2020
Stock Acquisition Rights No.54
June 5, 2013
6,696,400 From April 20, 2016
to April 19, 2021
Stock Acquisition Rights No.55 November 19, 2013 2,698,700 From November 19, 2015
to November 18, 2020
Stock Acquisition Rights No.56
June 5, 2014
8,554,600 From April 20, 2015
to April 19, 2020
85

Exercise
Price perPaid-in
Share under Amount for
SARs
SARs

¥ 730

¥0

730

0

1

0

1

0

1

0

1

0

474

0

1

0

1

0

1

0

299

0

1

0

1

0

1

0

1

0

1

0

1

0

1

0

298

0

1

0

1

0

1

0

831

0

1

0

March 31, 2015

Series of SARs

Allotment Date

Number of
Shares under
SARs

Stock Acquisition Rights No.57

June 5, 2014

8,522,000

Exercise
Price perPaid-in
Share under Amount for
SARs
SARs

Exercise Periodof SARs

From April 20, 2016
to April 19, 2021
Stock Acquisition Rights No.58
June 5, 2014
8,458,600
From April 20, 2017
to April 19, 2022
Stock Acquisition Rights No.59
June 5, 2014
4,628,900 From March 31, 2015
to March 30, 2020
Stock Acquisition Rights No.60
June 5, 2014
4,596,500 From March 31, 2016
to March 30, 2021
Stock Acquisition Rights No.61
June 5, 2014
9,194,900 From March 31, 2017
to March 30, 2022
Stock Acquisition Rights No.62 November 18, 2014 2,727,100 From November 18, 2016
to November 17, 2021

¥1

¥0

1

0

1

0

1

0

1

0

744

0

(1) SARs (including those granted to Directors and Executive Officers of Nomura which are stated in the tablebelow) are issued in conjunction with deferred compensation plan.
(2) The number of shares issuable under SARs is subject to adjustments under certain circumstances including
stock splits.
SARs Held by Directors and Executive Officers of Nomura
The following table presents details of Stock Acquisition Rights held by Directors and Executive Officers asof March 31, 2015.

Number of
Shares under
SARs

Series of SARs

SARs No.21 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
SARs No.22 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
SARs No.23 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
SARs No.29 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
SARs No.30 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
SARs No.31 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
SARs No.32 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
SARs No.35 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
SARs No.40 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
SARs No.41 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
SARs No.42 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
SARs No.44 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
SARs No.45 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
SARs No.46 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
SARs No.47 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
SARs No.48 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
SARs No.52 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
SARs No.53 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
SARs No.54 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
SARs No.56 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
86

7,900
9,000
48,0006,000
18,00029,00038,00028,80054,50060,20074,20020,70023,50048,70029,30029,20077,600143,600
143,200
119,200

March 31, 2015
Numbers of Holders
Directors andExecutive Officers(excluding
Outside Directors) Outside Directors

1
1
8
—
1
3
6
1
2
3
5
4
5
6
6
6
6
9
9
8

—
2
—
2
—
2
—
—
—
—
—
—
—
—
—
—
—
—
—
—

Number of
Shares under
SARs

Series of SARs

SARs No.57 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
SARs No.58 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
SARs No.59 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
SARs No.60 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
SARs No.61 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

118,900
118,100
56,30056,000111,700

March 31, 2015
Numbers of Holders
Directors andExecutive Officers(excluding
Outside Directors) Outside Directors

8
8
6
6
6

—
—
—
—
—

Pension, Retirement or Similar Benefits
See Note 12 “Employee benefit plans” in our consolidated financial statements included in this annual
report.
C. Board Practices.
Information Concerning Directors
The Companies Act states that a Company with Three Committees (as defined below) must establish threecommittees; a nomination committee, an audit committee and a compensation committee. The members of eachcommittee are chosen from the company’s directors, and the majority of the members of each committee must beoutside directors. At a Company with Three Committees, the board of directors is entitled to establish the basic
management policy for the company, has decision-making authority over certain prescribed matters, andsupervises the execution by the executive officers of their duties. Executive officers and representative executive
officers appointed by a resolution adopted by the board of directors manage the business affairs of the company,
based on a delegation of authority by the board of directors.
Since June 2003, the Company has adopted a corporate governance structure that separates management
oversight functions from business execution functions (“Company with Three Committees”). Through thisgovernance structure, the Company aims to strengthen management oversight, increase the transparency of theCompany’s management and expedite the decision-making process within the Nomura Group. An outline of theCompany’s Board of Directors, Nomination Committee, Audit Committee and Compensation Committee isprovided below.
Board of Directors
The Company’s Board of Directors consists of Directors who are elected at a general meeting ofshareholders and the Company’s Articles of Incorporation provide that the number of Directors shall not exceed
20. The term of office of each Director expires upon the conclusion of the ordinary general meeting ofshareholders with respect to the last fiscal year ending within one year after their appointment. Directors may
serve any number of consecutive terms. From among its members, the Company’s Board of Directors elects the
Chairman. The Company’s Board of Directors met 10 times during the fiscal year ended March 31, 2015. As agroup, the Directors attended approximately 99% of the total number of meetings of the Board of Directors
during the year. The Board of Directors has the authority to determine the Company’s basic management policy
and supervise the execution by the Executive Officers of their duties. Although the Board of Directors also has
the authority to make decisions with regard to the Company’s business, most of this authority has been delegatedto the Executive Officers by a resolution adopted by the Board of Directors. There are no Directors’ service
contracts with the Company or any of its subsidiaries providing for benefits upon termination of employment.

87

Nomination Committee
The Nomination Committee, in accordance with the Company’s Regulations of the Nomination Committee,
determines the details of any proposals concerning the election and dismissal of Directors to be submitted togeneral meetings of shareholders by the Board of Directors. The Nomination Committee met five times during
the fiscal year ended March 31, 2015. As a group, the member Directors attended 100% of the total number of
meetings of the Nomination Committee during the year. As of June 25, 2015, the members of the Nomination
Committee are Nobuyuki Koga, Masahiro Sakane and Takao Kusakari. Nobuyuki Koga is the Chairman of thiscommittee.
Audit Committee
The Audit Committee, in accordance with the Company’s Regulations of the Audit Committee, (i) audits theexecution by the Directors and the Executive Officers of their duties and the preparation of audit reports and(ii) determines the details of proposals concerning the election, dismissal or non-reappointment of the accounting
auditor to be submitted to general meetings of shareholders by the Board of Directors. With respect to financial
reporting, the Audit Committee has the statutory duty to examine financial statements and business reports to beprepared by Executive Officers designated by the Board of Directors and is authorized to report its opinion to theordinary general meeting of shareholders.
The Audit Committee met 19 times during the fiscal year ended March 31, 2015. As a group, the member
Directors attended 100% of the total number of meetings of the Audit Committee during the year. As of June 25,
2015, the members of the Audit Committee are Tsuguoki Fujinuma, Toshinori Kanemoto, Hiroshi Kimura and
Hiroyuki Suzuki. Tsuguoki Fujinuma is the Chairman of this Committee.
Compensation Committee
The Compensation Committee, in accordance with the Company’s Regulations of the Compensation
Committee, determines the Company’s policy with respect to the determination of the details of each Directorand Executive Officer’s compensation. The Compensation Committee also determines the details of each
Director and Executive Officer’s actual compensation. The Compensation Committee met two times during the
fiscal year ended March 31, 2015. As a group, the member Directors attended 100% of the total number of
meetings of the Compensation Committee during the year. As of June 25, 2015, the members of theCompensation Committee are Nobuyuki Koga, Masahiro Sakane and Takao Kusakari. Nobuyuki Koga is the
Chairman of this Committee.
Limitation of Liabilities of Directors
In accordance with Article 33, Paragraph 2 of the Company’s Articles of Incorporation and Article 427,
Paragraph 1 of the Companies Act, the Company may execute agreements with Directors (excluding a person
who serves as an executive director, etc.) that limit their liabilities to the Company for damages suffered by theCompany if they acted in good faith and without gross negligence. Accordingly, the Company has entered into
agreements to limit Companies Act Article 423 Paragraph 1 liability for damages (limitation of liability
agreements) with each of the following Directors: Masahiro Sakane, Takao Kusakari, Tsuguoki Fujinuma,
Toshinori Kanemoto, Hiroshi Kimura, Dame Clara Furse, Michael Lim Choo San, Hiroyuki Suzuki and David
Benson. Liability under each such agreement is limited to either ¥20 million or the amount prescribed by laws
and regulations, whichever is greater.
Information Concerning Executive Officers
Executive Officers of the Company are appointed by the Board of Directors, and the Company’s Articles ofIncorporation provide that the number of Executive Officers shall not exceed 45. The term of office of each
Executive Officer expires upon the conclusion of the first meeting of the Board of Directors convened after the88

ordinary general meeting of shareholders for the last fiscal year ending within one year after each Executive
Officer’s assumption of office. Executive Officers may serve any number of consecutive terms. Executive
Officers have the authority to determine matters delegated to them by resolutions adopted by the Board of
Directors and to execute business activities.
D. Employees
The following table shows the number of our employees as of the dates indicated:2013

As of March 31,
2014
2015

Japan . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16,030 16,037 15,973
Europe . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
3,618
3,461
3,485
Americas . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2,271
2,281
2,449
Asia and Oceania . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
6,037
5,891
6,765
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

27,956

27,67028,672As of March 31, 2015, we had 15,973 employees in Japan, including 9,413 in our Retail Division, 1,508 in
our Wholesale Division and 835 in our Asset Management Division. Overseas, we had 12,699 employees, ofwhich 3,485 were located in Europe, 2,449 in the Americas, and 6,765 in Asia and Oceania. The number of
employees in Asia and Oceania increased by approximately 1,000 mainly due to the acquisition of new
subsidiaries in Thailand and Taiwan during the year ended March 31, 2015.
As of March 31, 2015, 7,931 of Nomura Securities’ employees in Japan were members of the Nomura
employees’ union, with which we have a labor contract. Between the company and the labor union, we had been
holding constant discussions to make solutions on labor related matters.
We have not experienced any strikes or other labor disputes in Japan or overseas and consider our employee
relations to be excellent.
E. Share Ownership.
The following table shows the number of shares owned by our Directors and Executive Officers as of
May 31, 2015. As of that date, none of them owned 1% or more of our issued and outstanding shares. None of
the shares referred to below have different voting rights.
Directors
Number of
Shareholdings

Name

Nobuyuki Koga . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Koji Nagai . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Atsushi Yoshikawa . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Hiroyuki Suzuki . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
David Benson . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Masahiro Sakane . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Takao Kusakari . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Tsuguoki Fujinuma . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Toshinori Kanemoto . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Hiroshi Kimura . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Dame Clara Furse . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Michael Lim Choo San . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

225,185
153,500
180,161
77,915—30,000—34,446————

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

701,20789

Executive Officers
Name

Number of
Shareholdings

Koji Nagai . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Atsushi Yoshikawa . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Tetsu Ozaki . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Toshio Morita . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Kunio Watanabe . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Shoichi Nagamatsu . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Shigesuke Kashiwagi . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

See above
See above
62,850110,108
28,000103,433
40,000Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

344,391

For information regarding stock options granted to our Directors and Executive Officers, see under Item 6.Bof this annual report.
Item 7. Major Shareholders and Related Party Transactions
A. Major Shareholders.
The Company understands that there is no major shareholder who owns more than 5% of our outstanding
common stock on the register of shareholders as of March 31, 2015.
To our knowledge, we are not directly or indirectly owned or controlled by another corporation, by any
government or by any other natural or legal person severally or jointly. We know of no arrangements theoperation of which may at a later time result in a change of control of Nomura. Also as of March 31, 2015, there
were 253 Nomura shareholders of record with addresses in the U.S., and those U.S. holders held 454,019,638
shares of the Company’s common stock, representing 12.6% of Nomura’s then outstanding common stock. As of
March 31, 2015, there were 36,793,618 ADSs outstanding, representing 36,793,618 shares of the Company’scommon stock or 1.0% of Nomura’s then outstanding common stock. Our major shareholders above do not havedifferent voting rights.
B. Related Party Transactions.
Nomura Research Institute, Ltd.
NRI develops and manages computer systems and provides research services and management consulting
services. We are one of the major clients of NRI.
We held 37.9% of NRI’s outstanding share capital as of March 31, 2015.
For the year ended March 31, 2015, we purchased ¥26,772 million worth of software and computerequipment and paid ¥46,246 million for other services to NRI, while received ¥570 million from NRI.
See also Note 19 “Affiliated companies and other equity-method investees” in the consolidated financial
statements included in this annual report.
Directors
There were no significant transactions.

90

C. Interests of Experts and Counsel.
Not applicable.
Item 8. Financial Information
A. Consolidated Statements and Other Financial Information.
Financial Statements
The information required by this item is set forth in our consolidated financial statements included
elsewhere in this annual report.
Legal Proceedings
For a discussion of our litigation and related matters, see Note 20 “Commitments, contingencies andguarantees” in the consolidated financial statements included in this annual report.
Dividend Policy
For our dividend policy, see “Capital Management—Dividends” under Item 5.B of this annual report.
B. Significant Changes.
Except as disclosed in this annual report, there have been no significant changes since March 31, 2015.
Item 9. The Offer and Listing
A. Offer and Listing Details.
Price History
The following table sets forth, for the periods indicated, the reported high and low sale prices of ourcommon stock on the Tokyo Stock Exchange and the reported high and low share prices of our ADS on the New
York Stock Exchange.
Tokyo Stock Exchange
Price Per Share ofCommon Stock
High
Low

Year ended March 31,

Annual highs and lows2011 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2012 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2013 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2014 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2015 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Quarterly highs and lows2014
First Quarter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Second Quarter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Third Quarter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fourth Quarter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2015
First Quarter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Second Quarter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Third Quarter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fourth Quarter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
91

New York Stock Exchange
Price Per Share of ADS
High
Low

¥717
436
608
980
757

¥361
223
241
535
576

$7.67
5.21
6.30
9.64
7.38

$4.75
2.91
3.05
5.76
5.24

¥980
833
831
828

¥535
683
708
625

$9.64
8.39
8.21
7.88

$5.76
6.30
7.19
6.20

¥752
742
757
745

¥587
627
576
609

$7.38
7.18
6.49
6.19

$5.82
5.89
5.33
5.24

Tokyo Stock Exchange
Price Per Share ofCommon Stock
High
Low

Year ended March 31,

Monthly highs and lows
2015 (calendar year)
January . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
February . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
March . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
April . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
May . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
June (through June 24) . . . . . . . . . . . . . . . . . . . . . . . . . .

¥688
736
745
803
843
858

¥609
620
699
696
766
788

New York Stock Exchange
Price Per Share of ADS
High
Low

$5.74
6.19
6.19
6.72
6.88
6.86

$5.24
5.29
5.82
5.85
6.22
6.46

B. Plan of Distribution.
Not applicable.
C. Markets.
The principal trading market for the Company’s common stock is the Tokyo Stock Exchange. The
Company’s common stock has been listed on the Tokyo Stock Exchange and the Nagoya Stock Exchange since
1961.
Since December 2001, the Company’s common stock has been listed on the New York Stock Exchange inthe form of ADSs evidenced by ADRs. Each ADS represents one share of common stock. The Company’scommon stock has been listed on the Singapore Stock Exchange since 1994.
D. Selling Shareholders.
Not applicable.
E. Dilution.
Not applicable.
F. Expenses of the Issue.
Not applicable.
Item 10. Additional Information
A. Share Capital.
Not applicable.
B. Memorandum and Articles of Association.
Objects and Purposes in the Company’s Articles of Incorporation
Article 2 of the Company’s Articles of Incorporation, which is an exhibit to this annual report, states theCompany’s purpose. Nomura Holdings, Inc. is incorporated in Japan and is registered in the Commercial
Register (Shogyo Tokibo in Japanese) maintained by the Tokyo Legal Affairs Bureau.

92Provisions Regarding the Company’s Directors
Although there is no provision in the Company’s Articles of Incorporation as to a Director’s power to voteon a proposal or arrangement in which the Director is materially interested, under the Companies Act and theCompany’s Regulations of the Board of Directors, a Director must abstain from voting on such matters at
meetings of the Board of Directors.
As a Company with Three Committees, the compensation of the Company’s Directors and Executive
Officers is determined by the Compensation Committee (see Item 6.C above). The Compensation Committee
establishes the policy with respect to the determination of the individual compensation (including variable
compensation) of each of the Company’s Directors and Executive Officers and makes determinations inaccordance with that compensation policy.
With respect to borrowing powers, these as well as other powers relating to the management of the business(with the exception of certain exclusions specified under the Companies Act) have been delegated to the
Executive Officers by the Board of Directors as a Company with Three Committees.
There is no mandatory retirement age for the Company’s Directors under the Companies Act or theCompany’s Articles of Incorporation.
There is no requirement concerning the number of shares an individual must hold in order to qualify him or
her to serve as a Director of the Company under the Companies Act or the Company’s Articles of Incorporation.
Pursuant to the Companies Act and the Company’s Articles of Incorporation, the Company may, by aresolution adopted by the Company’s Board of Directors, release the liabilities of any Directors or Executive
Officers to the Company for damages suffered by the Company due to their acts taken in good faith and withoutgross negligence, to the extent permitted by the Companies Act and the Company’s Articles of Incorporation. In
addition, the Company may execute with Directors (excluding a person who serves as an executive director, etc.)
agreements that limit their liabilities to the Company for damages suffered by the Company if they acted in goodfaith and without gross negligence, to the extent permitted by the Companies Act and the Company’s Articles ofIncorporation. See “Limitation of Liabilities of Directors” under Item 6.C above.
Holding of the Company’s Shares by Foreign Investors
Other than the Japanese unit share system that is described in “Common Stock—Japanese Unit Share
System” below, no limitations on the rights of non-residents or foreign shareholders to hold or exercise voting
rights with respect to the Company’s shares are imposed by law, the Company’s Articles of Incorporation or theCompany’s other constituent documents.
Common Stock
The following describes material features of the shares of the Company’s common stock, and includes abrief overview of the material provisions of the Company’s Articles of Incorporation and Share Handling
Regulations, as currently in effect, and of the Companies Act and related legislation. In this “Common Stock”
section, unless the context otherwise requires, “shares” means shares of the Company’s common stock and“shareholders” means holders of shares of the Company’s common stock.
GeneralUnder the Company’s Articles of Incorporation, the Company is authorized to issue 6,000,000,000 shares,of which 3,822,562,601 shares were issued as of March 31, 2015. All issued shares are fully-paid andnon-assessable.
93

On January 5, 2009, a central clearing system for shares of Japanese listed companies was establishedpursuant to the Act on Book-Entry Transfer of Company Bonds, Shares, Etc. (including regulations promulgatedthereunder; the “Book-Entry Law”), and the shares of all Japanese companies listed on any Japanese stock
exchange, including the Company’s shares, became subject to this clearing system. On the same day, all existing
share certificates for such shares became null and void. At present, Japan Securities Depository Center, Inc.
(“JASDEC”) is the only institution that is designated by the relevant authorities as a clearing house which ispermitted to engage in the clearing operations of shares of Japanese listed companies under the Book-Entry Law.
Under this clearing system, in order for any person to hold, sell or otherwise dispose of shares of Japanese listedcompanies, they must have an account at an “account managing institution” unless such person has an account at
JASDEC. “Account managing institutions” are financial instruments traders (i.e., securities companies), banks,
trust companies and certain other financial institutions which meet the requirements prescribed by theBook-Entry Law, and only those financial institutions that meet further stringent requirements of the Book-Entry
Law can open accounts directly at JASDEC. For purposes of the description under this “Common Stock” section,
we assume that the relevant person has no account at JASDEC.
Under the Book-Entry Law, any transfer of shares is effected through book-entry, and title to the shares
passes to the transferee at the time when the transferred number of the shares is recorded in the transferee’s
account by an account managing institution. The holder of an account at an account managing institution ispresumed to be the legal owner of the shares held in such account.
Under the Companies Act and the Book-Entry Law, except in limited circumstances, a shareholder musthave his or her name and address registered in the Company’s register of shareholders in order to assert
shareholders’ rights against the Company. Such registration is generally made upon receipt by the Company ofnecessary information from JASDEC. See “Share Registrar” and “Record Date” below.
Non-resident shareholders are required to appoint a standing proxy in Japan or provide a mailing address inJapan. Each such shareholder must give notice of such standing proxy or mailing address to the relevant accountmanaging institution. Such notice will be forwarded to the Company through JASDEC. Japanese securities
companies and commercial banks customarily act as standing proxies and provide related services for standard
fees. Notices from the Company to non-resident shareholders are delivered to such standing proxies or mailingaddresses.
The registered holder of deposited shares underlying the ADRs is the depositary for the ADSs. Accordingly,
holders of ADRs will not be able to directly assert shareholders’ rights.
Dividends
Under the Companies Act, distributions of cash or other assets by joint stock corporations to theirshareholders, so called “dividends,” are referred to as “distributions of Surplus” (“Surplus” is defined in“Restriction on Distributions of Surplus” below). The Company may make distributions of Surplus to theshareholders any number of times per fiscal year, subject to certain limitations described in “Restriction on
Distributions of Surplus.” As a company meeting the necessary requirements, the Companies Act allows for theCompany’s Articles of Incorporation to authorize the Company’s Board of Directors to make decisions regarding
distributions of Surplus (with the exceptions of certain exclusions specified under the Companies Act).
Under the Company’s Articles of Incorporation, dividends, if any, may be distributed to shareholders (orpledgees) appearing in the register of shareholders as of September 30 or March 31 of each year, pursuant to a
resolution adopted by the Company’s Board of Directors. In addition, under the Companies Act and theCompany’s Articles of Incorporation, the Company may (but is not obligated to) make further distributions ofSurplus by a resolution adopted by the Company’s Board of Directors. However, the Company equally may
decide not to pay dividends for any given period, regardless of the amount of Surplus the Company has.

94

Under the Company’s Articles of Incorporation, the Company is not obliged to pay any dividends in cashthat are left unclaimed for a period of three years after the date on which they first became payable.
Distributions of Surplus may be distributed in cash or in kind in proportion to the number of shares held by
each shareholder. A resolution adopted by the Company’s Board of Directors authorizing a distribution of
Surplus must specify the kind and aggregate book value of the assets to be distributed, the manner of allocationof such assets to shareholders and the effective date of the distribution. If a distribution of Surplus is to be madein kind, the Company may, pursuant to a resolution adopted by the Company’s Board of Directors, grant to theCompany’s shareholders the right to require the Company to make such distribution in cash instead of in kind. If
no such right is granted to shareholders, the relevant distribution of Surplus must be approved by a special
resolution adopted by the Company’s general meeting of shareholders.
For information as to Japanese taxes on dividends, see “Japanese Taxation” under Item 10.E of this annual
report.
Restriction on Distributions of Surplus
When the Company makes a distribution of Surplus, the Company must, until the aggregate amount of theCompany’s additional paid-in capital and legal reserve reaches one-quarter of the Company’s stated capital, set
aside in the Company’s additional paid-in capital and/or legal reserve an amount equal to one-tenth of theamount of Surplus so distributed in accordance with an ordinance of the Ministry of Justice of Japan.
The amount of Surplus at any given time must be calculated in accordance with the following formula:
A + B + C + D - (E + F + G)
In the above formula:“A” =the total amount of ‘other capital surplus’ and ‘other retained earnings’, each such amount beingthat appearing on the Company’s non-consolidated balance sheets as of the end of the last fiscal
year;

“B” =

(if the Company has disposed of treasury stock after the end of the last fiscal year) the amount of
the consideration for such treasury stock received by the Company less the book value thereof;“C” =(if the Company has reduced stated capital after the end of the last fiscal year) the amount of such
reduction less the portion thereof that has been transferred to additional paid-in capital or legal
reserve (if any);“D” =(if the Company has reduced additional paid-in capital or legal reserve after the end of the last
fiscal year) the amount of such reduction less the portion thereof that has been transferred to statedcapital (if any);“E” =(if the Company has cancelled treasury stock after the end of the last fiscal year) the book value ofsuch treasury stock;“F” =(if the Company has distributed Surplus to shareholders after the end of the last fiscal year) the
total book value of Surplus so distributed;“G” =certain other amounts set forth in ordinances of the Ministry of Justice, including (if the Company
has reduced Surplus and increased stated capital, additional paid-in capital or legal reserve after
the end of the last fiscal year) the amount of such reduction and (if the Company has distributed
Surplus to shareholders after the end of the last fiscal year) the amount set aside in the Company’s
additional paid-in capital or legal reserve (if any) as required by ordinances of the Ministry ofJustice.

95

The aggregate book value of Surplus distributed by the Company may not exceed a prescribed distributableamount (“Distributable Amount”), as calculated on the effective date of such distribution. The Distributable
Amount at any given time shall be equal to the amount of Surplus less the aggregate of the following:(a) the book value of the Company’s treasury stock;(b) the amount of consideration for the Company’s treasury stock disposed of after the end of the last fiscal
year; and(c) certain other amounts set forth in ordinances of the Ministry of Justice, including (if the sum of
one-half of goodwill and the deferred assets exceeds the total of stated capital, additional paid-in
capital and legal reserve, each such amount being that appearing on the Company’s non-consolidatedbalance sheets as of the end of the last fiscal year) all or a certain part of such excess amount ascalculated in accordance with ordinances of the Ministry of Justice.
If the Company becomes, at the Company’s option, a company with respect to which consolidated balance
sheets should also be taken into consideration in the calculation of the Distributable Amount (renketsu haito kisei
tekiyo kaisha), the Company will be further required to deduct from the amount of Surplus the excess amount, if
any, of (x) the total amount of shareholders’ equity appearing on the Company’s non-consolidated balance sheets
as of the end of the last fiscal year and certain other amounts set forth in ordinances of the Ministry of Justiceover (y) the total amount of shareholders’ equity and certain other amounts set forth in ordinances of the Ministryof Justice appearing on the Company’s consolidated balance sheets as of the end of the last fiscal year.
If the Company has prepared non-consolidated interim financial statements as described below, and if suchinterim financial statements have been approved by the Board of Directors or (if so required by the CompaniesAct) by a resolution adopted by the general meeting of shareholders, the Distributable Amount must be adjusted
to take into account the amount of profit or loss, and the amount of consideration for the Company’s treasury
stock disposed of, during the period in respect of which such interim financial statements have been prepared.
The Company may prepare non-consolidated interim financial statements consisting of a balance sheet as of any
date subsequent to the end of the last fiscal year and an income statement for the period from the first day of thecurrent fiscal year to the date of such balance sheet. Interim financial statements so prepared by the Company
must be approved by the Board of Directors and audited by the Company’s Audit Committee and independent
auditors, as required by ordinances of the Ministry of Justice.
Stock Splits
The Company may at any time split the issued shares into a greater number of shares by a resolution
adopted by the Company’s Board of Directors, and in accordance with the Companies Act, the Company’s Boardof Directors has adopted a resolution delegating powers to make such stock splits to the Company’s executive
management board (“EMB”).
In accordance with the Companies Act, the Company’s Board of Directors has adopted a resolutiondelegating to the Company’s EMB powers to increase the number of authorized shares permitted to be issued up
to the number reflecting the rate of stock splits and to amend the Company’s Articles of Incorporation to thiseffect without approval by a resolution adopted by the general meeting of shareholders. For example, if eachshare became three shares by way of a stock split, the EMB may increase the number of authorized shares fromthe current 6,000,000,000 shares to 18,000,000,000 shares.
Japanese Unit Share System
The Company’s Articles of Incorporation provide that 100 shares constitute one “unit”. The Companies Act
permits the Company, by a resolution adopted by the Company’s Board of Directors, to reduce the number ofshares which constitutes one unit or abolish the unit share system, and amend the Company’s Articles ofIncorporation to this effect without approval by a resolution adopted by the general meeting of shareholders.
96Transferability of Shares Constituting Less Than One Unit. Under the clearing system, shares constituting
less than one unit are transferable. Under the rules of the Japanese stock exchanges, however, shares constituting
less than one unit do not comprise a trading unit, except in limited circumstances, and accordingly may not besold on the Japanese stock exchanges.
Right of a Holder of Shares Constituting Less Than One Unit to Require the Company to Purchase Its
Shares. A holder of shares constituting less than one unit may at any time request the Company to purchase its
shares. Under the clearing system, such request must be made through the relevant account managing institution.
These shares will be purchased at (a) the closing price of the Company’s shares reported by the Tokyo Stock
Exchange on the day when the request to purchase is received by the Company’s share registrar or (b) if no saletakes place on the Tokyo Stock Exchange on that day, the price at which the sale of shares is effected on suchstock exchange immediately thereafter. An amount equal to the applicable handling fee will be deducted from theprice so determined pursuant to the Company’s Share Handling Regulations.
Purchase of Shares up to a Whole Unit for a Holder of Shares Constituting Less than One Unit. The
Company’s Articles of Incorporation provide that a holder of shares constituting less than one unit may request
the Company to sell shares the Company may have to such holder so that the holder can raise the holder’sfractional ownership up to a whole unit. Under the clearing system, such request must be made through therelevant account managing institution. These shares will be sold at (a) the closing price of the Company’s shares
reported by the Tokyo Stock Exchange on the day when the request to sell is received by the Company’s shareregistrar or (b) if no sale has taken place on the Tokyo Stock Exchange on that day, the price at which sale ofshares is effected on such stock exchange immediately thereafter. An amount equal to the applicable handling fee
will be added to the price so determined pursuant to the Company’s Share Handling Regulations.
Voting Rights of a Holder of Shares Constituting Less Than One Unit. A holder of shares constituting lessthan one unit cannot exercise any voting rights pertaining to those shares. In calculating the quorum for various
voting purposes, the aggregate number of shares constituting less than one unit will be excluded from the numberof outstanding shares. A holder of shares representing one or more whole units will have one vote for each wholeunit represented.
A holder of shares constituting less than one unit does not have any rights related to voting, such as the rightto participate in a demand for the dismissal of a Director, the right to participate in a demand for the convocationof a meeting of shareholders and the right to join with other shareholders to propose an agenda item to beaddressed at a meeting of shareholders. In addition, a holder of shares constituting less than one unit does nothave the right to institute a representative action by shareholders.
In accordance with the Companies Act, the Company’s Articles of Incorporation provide that a holder ofshares constituting less than one unit does not have any other rights of a shareholder in respect of those shares,
other than those provided by the Company’s Articles of Incorporation which includes the following rights:•

to receive dividends,•

to receive cash or other assets in case of consolidation or split of shares, exchange or transfer of shares,
corporate split or merger,•

to be allotted rights to subscribe for free for new shares and stock acquisition rights when such rights are
granted to shareholders, and•to participate in any distribution of surplus assets upon liquidation.

Annual General Meeting of Shareholders
The Company normally holds its annual general meeting of shareholders in June of each year. In addition,
the Company may hold an extraordinary general meeting of shareholders whenever necessary by giving at least
97

two weeks’ advance notice. Under the Companies Act, notice of any general meeting of shareholders must be
given to each shareholder having voting rights or, in the case of a non-resident shareholder, to his standing proxyor mailing address in Japan in accordance with the Company’s Share Handling Regulations, at least two weeks
prior to the date of the meeting.
Voting Rights
A shareholder is generally entitled to one vote per one unit of shares as described in this paragraph andunder the section entitled the “Japanese Unit Share System” above. In general, under the Companies Act, aresolution can be adopted at a general meeting of shareholders by the holders of a majority of the total number ofvoting rights represented at the meeting. However, if a corporate shareholder has one-quarter or more of its total
voting rights held by the Company or its subsidiary, or if the Company otherwise has actual control over suchcorporate shareholder, such corporate shareholder is not entitled to exercise its voting rights. The Companies Act
and the Company’s Articles of Incorporation require a quorum for the election of Directors of not less than onethird of the total number of voting rights. The Company’s shareholders are not entitled to cumulative voting in
the election of Directors. Shareholders may exercise their voting rights through proxies, provided that thoseproxies are also shareholders who have voting rights.
The Companies Act provides that certain important matters shall be approved by a “special resolution”
adopted by the general meeting of shareholders. The Company’s Articles of Incorporation provide that thequorum for a special resolution is one-third of the total number of voting rights and the approval of at least twothirds of the voting rights presented at the meeting is required for adopting a special resolution. Such importantmatters include:•

reduction of stated capital,•

amendment to the Articles of Incorporation (except amendments which the Board of Directors (or for a
Company with Three Committees, the Executive Officers) are authorized to make under the Companies
Act),

•

establishment of a 100% parent-subsidiary relationship by way of share exchange or share transfer
requiring shareholders’ approval,•

dissolution, merger or consolidation requiring shareholders’ approval,•

corporate split requiring shareholders’ approval,•transfer of the whole or an important part of a company’s business,•transfer of the whole or a part of a company’s equity interests in any of the company’s subsidiaries
requiring shareholders’ approval,•

the taking over of the whole of the business of any other corporation requiring shareholders’ approval,•

any issuance of new shares or transfer of existing shares as treasury stock to persons other than theshareholders at a “specially favorable” price,•

any issuance of stock acquisition rights (including those incorporated in bonds with stock acquisitionrights) to persons other than the shareholders under “specially favorable” conditions,•purchase of shares by a company from a specific shareholder other than the company’s subsidiary,•consolidation of shares, and•partial release of a director, independent auditor or executive officers’ liability to the company.

The voting rights of holders of ADRs are exercised by the depositary based on instructions from those
holders.
98Subscription Rights
Holders of shares have no preemptive rights under the Company’s Articles of Incorporation when the
Company issues new shares. Under the Companies Act, the Company’s EMB, which has been delegated by theCompany’s Board of Directors with the authority to issue new shares, may, however, determine that shareholders
be given subscription rights in connection with a particular issue of new shares. In this case, such rights must be
given on uniform terms to all shareholders as of a specified record date with at least two weeks’ prior notice toshareholders of the record date.
Stock Acquisition Rights
The Company may issue stock acquisition rights (shinkabu yoyakuken). Holders of stock acquisition rights
are entitled to acquire shares from the Company, upon payment of the applicable exercise price, and subject toother terms and conditions thereof. The issuance of stock acquisition rights and bonds with stock acquisitionrights may be authorized by the Company’s EMB, which has been delegated by the Company’s Board of
Directors with the authority to issue stock acquisition rights, unless it is made under “specially favorable”
conditions in which case a special resolution adopted by the general meeting of shareholders is required. In
issuing stock acquisition rights, notice must be given at least two weeks prior to the date for allotment in the formof individual notice or public notice. Under the Companies Act the Company will not be required to give such
notice if the Company makes a relevant securities filing or reporting under the FIEA at least two weeks prior to
the date for allotment, subject to the requirements provided by the ordinance of the Ministry of Justice.
Liquidation Rights
In the event of liquidation, the assets remaining after payment of all debt securities and borrowings,
liquidation expenses and taxes will be distributed among shareholders in proportion to the number of shares theyown.
Liability to Further Calls or Assessments
All of the Company’s currently outstanding shares, including shares represented by the ADSs, are fully paid
and non-assessable.
Share Registrar
Mitsubishi UFJ Trust and Banking Corporation (“Mitsubishi UFJ Trust”) is the share registrar for theCompany’s shares. Mitsubishi UFJ Trust’s office is located at 4-5, Marunouchi 1-chome, Chiyoda-ku, Tokyo,
100-8212 Japan. Mitsubishi UFJ Trust maintains the Company’s register of shareholders and registers the names
and addresses of the Company’s shareholders and other relevant information in the Company’s register ofshareholders upon notice thereof from JASDEC, as described in “Record Date” below.
Record Date
The close of business on September 30 and March 31 are the record dates for the Company’s distributionsof Surplus (dividends), if any. A holder of shares constituting one or more whole units, who is registered as aholder in the Company’s register of shareholders at the close of business as of March 31, is also entitled toexercise shareholders’ voting rights at the annual general meeting of shareholders with respect to the fiscal year
ended on March 31. In addition, the Company may set a record date for determining the shareholders entitled toother rights and for other purposes by giving at least two weeks’ public notice.
Under the Book-Entry Law, the Company is required to give notice of each record date to JASDEC at least
two weeks prior to such record date. JASDEC is required to promptly give the Company notice of the names andaddresses of the Company’s shareholders, the numbers of shares held by them and other relevant information asof such record date.
99

The shares are generally traded ex-dividend or ex-rights in the Japanese stock exchanges on the second
business day prior to the record date (or if the record date is not a business day, the third business day prior
thereto), for the purpose of dividends or rights offerings.
Acquisition of Own Shares
The Company may acquire its own shares (i) by soliciting all of the Company’s shareholders to offer to sell
the Company’s shares held by them (pursuant to a resolution adopted by the Board of Directors), (ii) from a
specific shareholder other than any of the Company’s subsidiaries (pursuant to a special resolution adopted by
the general meeting of shareholders), (iii) from any of the Company’s subsidiaries (pursuant to a resolution
adopted by the Board of Directors), or (iv) by way of purchase on any Japanese stock exchange on which theCompany’s shares are listed or by way of tender offer (in either case pursuant to a resolution adopted by the
Board of Directors). In the case of (ii) above, any other shareholder may make a request to the Company thatsuch other shareholder be included as a seller in the proposed purchase, provided that no such right will beavailable if the purchase price or any other consideration to be received by the relevant specific shareholder will
not exceed the higher of (x) the last trading price of the shares on the relevant stock exchange on the day
immediately preceding the date on which the resolution mentioned in (ii) was adopted (or, if there is no trading inthe shares on the stock exchange or if the stock exchange is not open on such day, the price at which the sharesare first traded on such stock exchange thereafter) and (y) if the shares are subject to a tender offer on the day
immediately preceding the date on which the resolution mentioned in (ii) above was adopted, the price of theshares under the agreement with respect to such tender offer on such day. This acquisition is subject to thecondition that the aggregate amount of the purchase price must not exceed the Distributable Amount as describedin “Restriction on Distributions of Surplus” above.
The Company may hold its shares acquired in compliance with the provisions of the Companies Act, andmay generally dispose of or cancel such shares by a resolution adopted by the Board of Directors.
In addition, the Company may acquire its shares by means of repurchase of any number of sharesconstituting less than one unit upon the request of the holder of those shares, as described under “Japanese Unit
Share System” above.
Preferred Stock
The following is a description of material features of the Company’s preferred stock. The basic
characteristics of the Company’s preferred stock are set forth in the Company’s Articles of Incorporation, anddetailed terms and conditions of the Company’s preferred stock are to be determined prior to the issuance thereof
by a resolution adopted by the Company’s Board of Directors or by Executive Officer(s) under authority
delegated by a resolution adopted by the Company’s Board of Directors.
GeneralThe Company’s Articles of Incorporation include the possibility of issuing preferred stock. The Company
has not yet issued, and currently has no specific plan to issue, any preferred stock. However, the Company
provides, as follows, certain information on the characteristics of the types of preferred stock set forth in the
Company’s Articles of Incorporation.
Under the Company’s Articles of Incorporation, the Company is authorized to issue 200,000,000 shares ofClass 1 preferred stock, 200,000,000 shares of Class 2 preferred stock, 200,000,000 shares of Class 3 preferredstock and 200,000,000 shares of Class 4 preferred stock. Of these, Class 3 and Class 4 preferred stock areconvertible into common stock, while Class 1 and Class 2 preferred stock are not convertible into common stock.
See “Rights of Shareholders of Preferred Stock to Demand Acquisition thereof (Conversion)” below.

100Preferred Dividends
Under the Company’s Articles of Incorporation, preferred dividends may be paid to shareholders ofpreferred stock on record as of March 31 every year. In addition, interim preferred dividends may be paid toshareholders of the Company’s preferred stock on record as of September 30 of any year. Dividends on preferredstock are to be paid always in priority to dividends on common stock. The detailed terms and conditions of eachclass of preferred stock, including the amount of preferred dividends or preferred interim dividends, are to be
determined by a resolution adopted by the Company’s Board of Directors or by Executive Officer(s) underauthority delegated by a resolution adopted by the Company’s Board of Directors prior to the time of issuancethereof, provided that the annual dividend rate applicable to Class 1 and Class 2 preferred stock may not exceed
15%, and the annual dividend rate applicable to Class 3 and Class 4 preferred stock may not exceed 10%.
Notwithstanding the provisions of the Company’s Articles of Incorporation, no payment of any dividend on
preferred stock may be made unless the Company has sufficient Surplus to pay such dividend, and each paymentof a dividend on a preferred stock must be approved by the Company’s Board of Directors.
Dividends on the Company’s preferred stock are non-cumulative. In the event that preferred dividends were
paid, and the amount actually paid by the Company in respect of any fiscal year was less than the amount thereof
payable in respect of such fiscal year, preferred shareholders would have no right to seek payment of the
deficient amount as a cumulative preferred dividend in any subsequent fiscal year.
Shareholders of the Company’s preferred stock will not be entitled to any further dividends or otherparticipation in or distribution of Surplus.
Voting Rights
Any voting rights attached to the Company’s preferred stock are limited to the extent specifically provided
under the Companies Act, any other applicable laws and the Company’s Articles of Incorporation. Subject to theconditions stated therein, the voting rights of the Company’s preferred stock as provided in the Company’s
Articles of Incorporation are as follows:•

If no resolution to pay a preferred dividend has been adopted by the Board of Directors prior to thedispatch of the convocation notice for the annual general meeting of shareholders in respect of any fiscal
year, and if no proposal to pay such preferred dividend was submitted to the relevant annual general
meeting of shareholders, then the shareholders of the relevant preferred stock will be entitled to vote atsuch meeting and all subsequent general meetings of shareholders up to the time when the Board of
Directors or general meeting of shareholders adopts a resolution to pay such preferred dividend; and•If a resolution to pay a preferred dividend has not been adopted at any annual general meeting ofshareholders, the shareholders of the relevant preferred stock will be entitled to vote at all subsequent
general meetings of shareholders up to the time when the Board of Directors or general meeting ofshareholders adopts a resolution to pay such preferred dividend.

Liquidation Rights
In the event of the Company’s voluntary or involuntary liquidation, shareholders of the Company’s
preferred stock would be entitled, in preference over shareholders of common stock, to receive such amounts of
the Company’s residual assets as may be determined by a resolution adopted by the Company’s Board of
Directors or by Executive Officer(s) under authority delegated by a resolution adopted by the Board of Directors
taking into consideration the amounts of subscription moneys paid for the respective preferred stock.
Except as described above, shareholders of the Company’s preferred stock would not be entitled to receive a
distribution of residual assets upon liquidation of the Company.
101

Rights of Shareholders of Preferred Stock to Demand Acquisition thereof (Conversion)
Class 3 preferred stock and Class 4 preferred stock are attached with the right to demand that the Company
acquire such shares of preferred stock during a certain period. In the event of the exercise of such right, theCompany shall be required to deliver to the relevant shareholder a certain number of shares of the Company’scommon stock in exchange for the shares of the preferred stock acquired by the Company from such shareholder.
Specific terms of such right, including the period during which the preferred stock would be acquired (a“conversion period”) and the initial acquisition price (a “conversion price”), would be determined by a resolution
adopted by the Company’s Board of Directors or by Executive Officer(s) under authority delegated by aresolution adopted by the Board of Directors.
The Company’s Right and Obligation to Acquire Preferred Stock
With respect to Class 1 preferred stock, Class 2 preferred stock, or Class 4 preferred stock, if any event
specified in a resolution adopted by the Company’s Board of Directors or by Executive Officer(s) under authority
delegated by a resolution adopted by the Board of Directors prior to the issuance of each class of preferred stock
occurs and the day separately specified in a resolution adopted by the Company’s Board of Directors or by
Executive Officer(s) under authority delegated by a resolution adopted by the Board of Directors arrives, theCompany shall have the right to acquire all or any part of the relevant shares of preferred stock. In the event theCompany exercises such right, the Company would deliver to the relevant shareholder a certain amount of cash
in exchange for the shares of the preferred stock acquired by the Company from such shareholder. The initialacquisition price at which the relevant preferred stock would be acquired by the Company would be determinedprior to the time of issuance thereof by a resolution adopted by the Company’s Board of Directors or by
Executive Officer(s) under authority delegated by a resolution adopted by the Board of Directors taking into
consideration the amount of subscription moneys paid for the relevant preferred stock.
With respect to Class 3 preferred stock and Class 4 preferred stock, the Company has the obligation toacquire all shares of such preferred stock outstanding on the day immediately following the last day of therelevant conversion period. In such an event, the Company would deliver to the relevant shareholders a certain
number of shares of the Company’s common stock in exchange for the shares of the preferred stock acquired by
the Company from them. The number of shares of the Company’s common stock to be delivered to a shareholderof the relevant preferred stock would be calculated by multiplying the number of shares of the preferred stock
held by such shareholder by the amount of the subscription money per share paid for such preferred stock anddividing the resulting amount by the market price of a share of the Company’s common stock at the time.
Pursuant to amendments to the Company’s Articles of Incorporation approved at the Company’s annual
general meeting of shareholders held on June 28, 2011, the following feature has been added to the preferredstock described in the Company’s Articles of Incorporation: The Company must acquire all or any part of sharesof Class 1 preferred stock, Class 2 preferred stock, Class 3 preferred stock and/or Class 4 preferred stock upon
the occurrence of certain events determined by a resolution adopted by the Company’s Board of Directors or by
Executive Officer(s) under authority delegated by a resolution adopted the Board of Directors (including in theevent that the Company’s capital adequacy ratio or other measure of regulatory capital falls below a predetermined threshold and/or in the event that a supervisory agency (or an equivalent body) determines that awrite-down, capital injection by a public institution or other equivalent action is necessary for the Company)prior to the time of issuance of the relevant preferred stock. In such an event, the Company will deliver to therelevant shareholders a certain number of shares of the Company’s common stock in exchange for the shares ofthe preferred stock acquired by the Company from them. The number of the Company’s common stock to bedelivered to a shareholder of the relevant preferred stock would be determined prior to the issuance of suchpreferred shares by a resolution adopted by the Company’s Board of Directors or by Executive Officer(s)considering the subscription price of the preferred shares, the market value of the Company’s common stock andmarket conditions. An upper limit for the common stock to be delivered in exchange for the relevant preferredshares may also be set pursuant to such resolution or determination.
102Order of Priority
Class 1 through Class 4 preferred stock shall have the same order of priority in respect of the payment ofpreferred dividends and preferred interim dividends and the distribution of residual assets. All classes ofpreferred stock will be in priority to the Company’s common stock in respect of the payments of dividends andinterim dividends and the distribution of residual assets.
Report of Substantial Shareholdings
The FIEA requires any person (other than the Company) who has become, beneficially and solely or jointly,
a holder of more than 5% of the total issued shares of a company listed on any Japanese stock exchange to filewith the relevant Local Finance Bureau, within five business days, a report concerning those shareholdings. With
certain exceptions, a similar report must also be filed to reflect any change of 1% or more in the above
shareholding or any change in material matters set out in any previously filed reports. For this purpose, sharesissuable to a person upon exercise of stock acquisition rights are taken into account in determining both thenumber of shares held by that holder and the Company’s total issued share capital.
Daily Price Fluctuation Limits under Japanese Stock Exchange Rules
Stock prices on Japanese stock exchanges are determined on a real-time basis by the equilibrium between
bids and offers. These exchanges are order-driven markets without specialists or market makers to guide priceformation. To prevent excessive volatility, these exchange set daily upward and downward price fluctuation
limits for each stock, based on the previous day’s closing price. Although transactions may continue at the
upward or downward price limit if the price limit is reached on a particular trading day, no transactions may takeplace outside these limits. Consequently, an investor wishing to sell at a price above or below the relevant daily
limit may not be able to sell the shares at such price on a particular trading day, or at all.
The following table shows the daily price limit for a stock on the Tokyo Stock Exchange. Other daily pricelimits would apply if the per share price of shares of the Company moved to other ranges.

Selected Daily Price Limits
Previous Day’s Closing Price or Special Quote

Equal to or greater thanEqual to or greater thanEqual to or greater thanEqual to or greater thanEqual to or greater than

¥ 100
200
500
700
1,000

Less thanLess thanLess thanLess thanLess thanMaximum Daily Price Movement

¥ 200
500
700
1,000
1,500

¥

50
80
100
150
300

For a history of the trading price of shares of the Company on the Tokyo Stock Exchange, see Item 9.A of
this annual report.
Rights of ADR Holders
The rights of ADR holders, including their rights to corporate governance practices, are governed by the
Deposit Agreement which is an exhibit to this annual report. For a description of the rights of holders of ADSs, see“Rights of Holders of ADSs” under Item 10.B of our Registration Statement on Form 20-F (File No. 1-15270),
which we filed with the Securities and Exchange Commission on December 13, 2001. The information contained inthat part of the Registration Statement is incorporated in Item 10.B of this annual report by reference. For fees andcharges that a holder of ADSs may have to pay, see “Description of Securities Other Than Equity Securities” under
Item 12 of this annual report.
103

C. Material Contracts.
For the two years immediately preceding the date of this annual report, we have not been a party to any
material agreement other than in the ordinary course of business, except as disclosed in Item 6.C of this annual
report.
D. Exchange Controls.
Acquisition of Shares
The Foreign Exchange and Foreign Trade Law of Japan and its related cabinet orders and ministerial
ordinances (“Foreign Exchange Regulations”) governs certain aspects relating to the acquisition and holding of
securities by “non-residents of Japan” and “foreign investors,” as defined below.
In general, an acquisition of shares of stock of a Japanese company listed on any Japanese stock exchange
by a non-resident of Japan from a resident of Japan is not subject to any prior notification requirement, but
subject to a post reporting requirement by the resident.
If a foreign investor acquires shares of a Japanese company listed on a Japanese stock exchange and as aresult of this acquisition directly or indirectly holds 10% or more of the issued shares of such company, together
with its existing holdings and those of other parties who have a special relationship with that foreign investor, theforeign investor is, in general, required to report the acquisition to the Minister of Finance and any othercompetent ministers via the Bank of Japan by the 15th day of the immediately following month in which the dateof acquisition falls. In exceptional cases, a prior notification is required in respect of the acquisition.
“Non-residents of Japan” are generally defined as individuals who are not resident in Japan and corporations
whose principal offices are located outside Japan. Branches and other offices of Japanese corporations locatedoutside Japan are considered non-residents of Japan, and branches and other offices located within Japan of nonresident corporations are considered residents of Japan.
“Foreign investors” are generally defined as (i) individuals who are not resident in Japan, (ii) corporations
which are organized under the laws of foreign countries or whose principal offices are located outside Japan, and(iii) corporations of which (a) 50% or more of the voting rights are held directly or indirectly by (i) and/or(ii) above, (b) a majority of officers consists of non-residents of Japan or (c) a majority of officers having thepower of representation consists of non-residents of Japan.
Dividends and Proceeds of Sale
Under the Foreign Exchange Regulations, dividends paid on, and the proceeds of sales in Japan of, shares heldby non-residents of Japan may in general be converted into any foreign currency and repatriated abroad. Under theterms of the deposit agreement pursuant to which ADSs of the Company will be issued, the depositary is required,to the extent that in its judgment it can convert yen on a reasonable basis into dollars and transfer the resulting
dollars to the U.S., to convert all cash dividends that it receives in respect of deposited shares into dollars and to
distribute the amount received (after deduction of applicable withholding taxes) to the holders of ADSs.
E. Taxation.
U.S. Federal Income Taxation
This section describes the material U.S. federal income tax consequences of owning shares or ADSs. It
applies to you only if you are a U.S. holder (as defined below), you acquire your shares or ADSs in an offeringand you hold your shares or ADSs as capital assets for tax purposes. This section does not apply to you if you area member of a special class of holders subject to special rules, including:•a dealer in securities,104•a trader in securities that elects to use a mark-to-market method of accounting for your securities
holdings,•

a tax-exempt organization,•a life insurance company,•a person liable for alternative minimum tax,•

a person that actually or constructively owns 10% or more of our voting stock,•a person that holds shares or ADSs as part of a straddle or a hedging, conversion, integrated orconstructive sale transaction,•a person that purchases or sells shares or ADSs as part of a wash sale for tax purposes, or•a person whose functional currency is not the U.S. dollar.

This section is based on the Internal Revenue Code of 1986, as amended, its legislative history, existing andproposed regulations, published rulings and court decisions, all as currently in effect, as well as on the Income
Tax Convention Between the U.S. and Japan (“Japan-U.S. Tax Treaty”). These laws are subject to change,
possibly on a retroactive basis. In addition, this section is based in part upon the representations of The Bank of
New York Mellon (“depositary”) and the assumption that each obligation in the deposit agreement and any
related agreement will be performed in accordance with its terms.
If a partnership holds the shares or ADSs, the U.S. federal income tax treatment of a partner will generally
depend on the status of the partner and the tax treatment of the partnership. A partner in a partnership holding theshares or ADSs should consult its tax advisor with regard to the U.S. federal income tax treatment of aninvestment in the shares or ADSs.
You are a U.S. holder if you are a beneficial owner of shares or ADSs and you are:•a citizen or resident of the U.S.,•a corporation created or organized in or under the laws of the U.S. or any political subdivision thereof,•an estate whose income is subject to U.S. federal income tax regardless of its source, or•a trust if a U.S. court can exercise primary supervision over the trust’s administration and one or more
U.S. persons are authorized to control all substantial decisions of the trust.

You should consult your own tax advisor regarding the U.S. federal, state, local and other tax consequences ofowning and disposing of shares and ADSs in your particular circumstances.
This discussion addresses only U.S. federal income taxation.
In general, and taking into account the earlier assumptions, for U.S. federal income tax purposes, if you hold
ADRs evidencing ADSs, you will be treated as the owner of the shares represented by those ADSs. Exchanges ofshares for ADRs, and ADRs for shares, generally will not be subject to U.S. federal income tax.
Taxation of Dividends
Under the U.S. federal income tax laws, and subject to the passive foreign investment company (“PFIC”)
rules discussed below, the gross amount of any dividend we pay out of our current or accumulated earnings andprofits (as determined for U.S. federal income tax purposes) is subject to U.S. federal income taxation. If you area non-corporate U.S. holder, dividends that constitute qualified dividend income will be taxable to you at thepreferential rates applicable to long-term capital gains provided that you hold the shares or ADSs for more than
60 days during the 121-day period beginning 60 days before the ex-dividend date and meet other holding periodrequirements. Dividends we pay with respect to the shares or ADSs generally will be qualified dividend income.
105You must include any Japanese tax withheld from the dividend payment in this gross amount even though
you do not in fact receive it.
The dividend is taxable when you, in the case of shares, or the depositary, in the case of ADSs, receive thedividend, actually or constructively. The dividend will not be eligible for the “dividends-received deduction”
generally allowed to U.S. corporations in respect of dividends received from other U.S. corporations. The amountof the dividend distribution that you must include in your income as a U.S. holder will be the U.S. dollar value of
the Japanese yen payments made, determined at the spot Japanese yen/U.S. dollar rate on the date the dividend
distribution is includible in your income, regardless of whether the payment is in fact converted into U.S. dollars.
Generally, any gain or loss resulting from currency exchange fluctuations during the period from the date you
include the dividend payment in income to the date you convert the payment into U.S. dollars will be treated asordinary income or loss and will not be eligible for the special tax rate applicable to qualified dividend income.
The gain or loss generally will be income or loss from sources within the U.S. for foreign tax credit limitation
purposes. Distributions in excess of current and accumulated earnings and profits, as determined for U.S. federal
income tax purposes, will be treated as a non-taxable return of capital to the extent of your basis in the shares or
ADSs and thereafter as capital gain. However, we do not expect to calculate earnings and profits in accordancewith United States federal income tax principles. Accordingly, you should expect generally to treat distributions
we make as dividends.
Subject to certain limitations, the Japanese tax withheld in accordance with the Japan-U.S. Tax Treaty and paid
over to Japan will be creditable against your U.S. federal income tax liability. Special rules apply in determining theforeign tax credit limitation with respect to dividends that are subject to the preferential tax rates. To the extent a
refund of the tax withheld is available under Japanese law or the Japan-U.S. Tax Treaty, the amount of tax withheldthat is refundable will not be eligible for credit against your U.S. federal income tax liability.
For foreign tax credit purposes, dividends will generally be income from sources outside the U.S., and,depending on your circumstances, will generally be “passive income” or “general income” for purposes ofcomputing the foreign tax credit allowable to you.
Taxation of Capital Gains
Subject to the PFIC rules discussed below, if you are a U.S. holder and you sell or otherwise dispose of yourshares or ADSs, you will recognize capital gain or loss for U.S. federal income tax purposes equal to thedifference between the U.S. dollar value of the amount that you realize and your tax basis, determined in U.S.
dollars, in your shares or ADSs. Capital gain of a noncorporate U.S. holder is generally taxed at preferential rates
where the property is held for more than one year. The gain or loss will generally be income or loss from sources
within the U.S. for foreign tax credit limitation purposes.
PFIC Rules
We do not expect our shares and ADSs to be treated as stock of a PFIC for U.S. federal income tax
purposes, but this conclusion is a factual determination that is made annually and thus may be subject to change.
Moreover, the application of the PFIC rules to a corporation, such as Nomura, that is primarily engaged in an
active business as a securities dealer is not entirely clear.
In general, if you are a U.S. holder, we will be a PFIC with respect to you if for any taxable year in which
you held our ADSs or shares:•

at least 75% of our gross income for the taxable year is passive income, or•at least 50% of the value, determined on the basis of a quarterly average, of our assets is attributable toassets that produce or are held for the production of passive income.

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Passive income generally includes dividends, interest, royalties, rents (other than certain rents and royalties
derived in the active conduct of a trade or business), annuities and gains from assets that produce passive income.
If a foreign corporation owns at least 25% by value of the stock of another corporation, the foreign corporation istreated for purposes of the PFIC tests as owning its proportionate share of the assets of the other corporation, andas receiving directly its proportionate share of the other corporation’s income.
If we are treated as a PFIC, and you are a U.S. holder that did not make a mark-to-market election, as
described below, you will be subject to special rules with respect to:•

any gain you realize on the sale or other disposition of your shares or ADSs, and•any excess distribution that we make to you (generally, any distributions to you during a single taxable
year that are greater than 125% of the average annual distributions received by you in respect of theshares or ADSs during the three preceding taxable years or, if shorter, your holding period for the sharesor ADSs).

Under these rules:•

the gain or excess distribution will be allocated ratably over your holding period for the shares or ADSs,•

the amount allocated to the taxable year in which you realized the gain or excess distribution, or to prioryears before the first year in which we were a PFIC with respect to you, will be taxed as ordinary
income,•the amount allocated to each other previous year will be taxed at the highest tax rate in effect for thatyear, and•the interest charge generally applicable to underpayments of tax will be imposed in respect of the tax
attributable to each such year.

Special rules apply for calculating the amount of the foreign tax credit with respect to excess distributions
by a PFIC.
If you own shares or ADSs in a PFIC that are regularly traded on a qualified exchange, they will be treatedas marketable stock, and you may elect to mark your shares or ADSs to market. If you make this election, youwill not be subject to the PFIC rules described above. Instead, in general, you will include as ordinary income
each year the excess, if any, of the fair market value of your shares or ADSs at the end of the taxable year overyour adjusted basis in your shares or ADSs. These amounts of ordinary income will not be eligible for thefavorable tax rates applicable to qualified dividend income or long-term capital gains. You will also be allowed
to take an ordinary loss in respect of the excess, if any, of the adjusted basis of your shares or ADSs over theirfair market value at the end of the taxable year (but only to the extent of the net amount of previously included
income as a result of the mark-to-market election). Your basis in the shares or ADSs will be adjusted to reflect
any such income or loss amounts. We urge you to speak to your tax advisor regarding the availability andadvisability of this election.
Your shares or ADSs will be treated as stock in a PFIC if we were a PFIC at any time during your holding
period in your shares or ADSs, even if we are not currently a PFIC. For purposes of this rule, if you make amark-to-market election with respect to your shares or ADSs, you will be treated as having a new holding period
in your shares or ADSs beginning on the first day of the first taxable year beginning after the last taxable year forwhich the mark-to-market election applies.
In addition, notwithstanding any election you make with regard to the shares or ADSs, dividends that you
receive from us will not constitute qualified dividend income to you if we are a PFIC (or treated as a PFIC withrespect to you) either in the taxable year of the distribution or the preceding taxable year. Dividends that you
107receive that do not constitute qualified dividend income are not eligible for taxation at the 15% maximum rateapplicable to qualified dividend income. Instead, you must include the gross amount of any such dividend paidby us out of our accumulated earnings and profits (as determined for U.S. federal income tax purposes) in yourgross income, and it will be subject to tax at rates applicable to ordinary income.
If you own shares or ADSs during any year that we are a PFIC with respect to you, you may be required tofile Internal Revenue Service Form 8621.
Japanese Taxation
The following is a summary of the principal Japanese tax consequences to owners of shares of the Company
who are non-resident individuals or non-Japanese corporations (“non-resident shareholders”) without apermanent establishment in Japan to which the relevant income is attributable. As tax laws are frequently revised,
the tax treatments described in this summary are also subject to changes in the applicable Japanese laws and/or
double taxation conventions occurring in the future, if any. This summary is not exhaustive of all possible tax
considerations which may apply to specific investors under particular circumstances. Potential investors should,
by consulting with their own tax advisers, satisfy themselves as to•the overall tax consequences of the acquisition, ownership and disposition of shares or ADSs, including
specifically the tax consequences under Japanese law,•

the laws of the jurisdiction of which they are resident, and•any tax treaty between Japan and their country of residence.

Generally, a non-resident shareholder is subject to Japanese withholding tax on dividends on the shares paidby the Company. A stock split is not subject to Japanese income or corporation tax, as it is characterized merely
as an increase of number of shares (as opposed to an increase of value of shares) from Japanese tax perspectives.
Conversion of retained earnings or legal reserve (but other than additional paid-in capital, in general) into statedcapital on a non-consolidated basis is not characterized as a deemed dividend for Japanese tax purposes, andtherefore such a conversion does not trigger Japanese withholding taxation (Article 2(16) of the JapaneseCorporation Tax Law and Article 8(1)(xiii) of the Japanese Corporation Tax Law Enforcement Order).
Unless an applicable tax treaty, convention or agreement reducing the maximum rate of withholding tax
applies, the rate of Japanese withholding tax applicable to dividends on listed shares such as those paid by theCompany to non-resident shareholders is currently 15%, except for dividends paid to any individual shareholder
who holds 3% or more of the issued shares for which the applicable rate is 20% (please refer to Article 170 and
Article 213(1)(i) of the Japanese Income Tax Law and Article 9-3(1)(i) of the Japanese Special Tax Measures
Law.
On December 2, 2011, the “Special measures act to secure the financial resources required to implement
policy on restoration after the East Japan Earthquake” (Act No. 117 of 2011) was promulgated and special surtax
measures on income tax were introduced to fund the restoration effort from the earthquake. Income tax andwithholding tax payers will need to pay a surtax, calculated by multiplying the base income tax with 2.1% for 25
years starting from January 1, 2013. As a result of the fractional tax rate increase, 15.315% is applicable until
December 31, 2037. If a non-resident taxpayer is a resident of a country that Japan has tax treaty with, as
described below, such non-residents will not be subject to the surtax to the extent that the applicable rate agreed
in the tax treaty is lower than the aggregate domestic rate.
Japan has income tax treaties, conventions or agreements whereby the above-mentioned withholding tax
rate is reduced, generally to 15% for portfolio investors, with, among others, Belgium, Canada, Denmark,Finland, Germany, Ireland, Italy, Luxembourg, New Zealand, Norway, Singapore and Spain. Under theJapan-U.S. Tax Treaty, the withholding tax rate on dividends is 10% for portfolio investors, provided that they do
not have a permanent establishment in Japan, or if there is a permanent establishment, the shares with respect to108

which such dividends are paid are not effectively connected with such permanent establishment, and that they are
qualified U.S. residents eligible to enjoy treaty benefits. It shall be noted that, under the Japan-U.S. Tax Treaty,
withholding tax on dividends to be paid is exempt from Japanese taxation by way of withholding or otherwise forpension funds which are qualified U.S. residents eligible to enjoy treaty benefits unless such dividends arederived from the carrying on of a business, directly or indirectly, by such pension funds (please refer to Article
10(3)(b) of the Japan-U.S. Tax Treaty). In addition to the Japan-U.S. Tax Treaty, Japan currently has income tax
treaties with, among others, the U.K., France, Australia, the Netherlands, Switzerland and Sweden whereby thewithholding tax rate on dividends is also reduced from 15% to 10% for portfolio investors.
Non-resident shareholders who are entitled to a reduced treaty rate of Japanese withholding tax on payment
of dividends on the shares by the Company are required to submit the “Application Form for Income Tax
Convention regarding Relief from Japanese Income Tax and Special Income Tax for Reconstruction on
Dividends” or the “Application Form for Income Tax Convention regarding Relief from Japanese Income Taxand Special Income Tax for Reconstruction on Dividends with respect to Foreign Depositary Receipt”, as thecase may be, in advance through the Company, which is the case for ADS holders, or (in cases where the relevant
withholding taxpayer for the dividend payment is not the Company but a financial institution in Japan) throughthe financial institution, to the relevant tax authority before payment of dividends. Non-resident shareholders
who receive dividends through a financial institution may select a simplified procedure with respect to dividends
payable on or after January 1, 2014. Under such procedure, non-resident shareholders who submit the “Special
Application Form for Income Tax Convention regarding Relief from Japanese Income Tax and Special Income
Tax for Reconstruction on Dividends of Listed Stocks” to the relevant tax authority through a financial institution
are deemed to have submitted the “Application Form for Income Tax Convention regarding Relief from Japanese
Income Tax and Special Income Tax for Reconstruction on Dividends” mentioned above with respect to any
dividend which will be paid by the Company to non-resident shareholders through the financial institution
thereafter, provided that such non-resident shareholders shall notify the financial institution of certain
information regarding the dividends before the payment of such dividends. Non-resident shareholders who do not
submit an application in advance will be entitled to claim the refund of withholding taxes withheld in excess of
the rate of an applicable tax treaty from the relevant Japanese tax authority. For Japanese tax purpose, the treaty
rate normally applies superseding the tax rate under the domestic law. However, due to the so-called“preservation doctrine” under Article 3-2 of the Special Measures Law for the Income Tax Law, Corporation Tax
Law and Local Taxes Law with respect to the Implementation of Tax Treaties, if the tax rate under the domestic
tax law is lower than that promulgated under the applicable income tax treaty, then the domestic tax rate is still
applicable. Consequently, if the domestic tax rate still applies, no treaty application is required to be filed.
Gains derived from the sale of shares outside Japan by a non-resident shareholder without a permanentestablishment in Japan as a portfolio investor, are, in general, not subject to Japanese income or corporation
taxes.
Japanese inheritance and gift taxes at progressive rates may be payable by an individual who has acquired
shares as a legatee, heir or donee, even if the individual is not a Japanese resident.
You should consult your own tax advisers regarding the Japanese tax consequences of the acquisition,
ownership and disposition of the shares and ADSs in your particular circumstances.
F. Dividends and Paying Agents.
Not applicable.
G. Statement by Experts.
Not applicable.

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H. Documents on Display.
The Company is subject to the informational requirements of the Securities Exchange Act of 1934 and, in
accordance therewith, the Company will file with the Securities and Exchange Commission annual reports on
Form 20-F within four months of the Company’s fiscal year-end and other reports and information on Form 6-K.
These reports and other information can be inspected at the public reference room at the Securities and Exchange
Commission at 100 F Street, NE., Washington, D.C. 20549. You can also obtain copies of such material by mailfrom the public reference room of the Securities and Exchange Commission at prescribed fees. You may obtain
information on the operation of the Securities and Exchange Commission public reference room by calling the
Securities and Exchange Commission in the U.S. at 1-800-SEC-0330. You can also access the documents filed
via the Electronic Data Gathering, Analysis, and Retrieval system on the SEC’s website (http://www.sec.gov).
I. Subsidiary Information.
Not applicable.
Item 11. Quantitative and Qualitative Disclosures about Market Risk
Risk Management
Nomura defines risks as (i) the potential erosion of Nomura’s capital base due to unexpected losses arisingfrom risks to which its business operations are exposed, such as market risk, credit risk, operational risk andmodel risk, (ii) liquidity risk, the potential lack of access to funds or higher cost of funding than normal levels
due to a deterioration in Nomura’s creditworthiness or deterioration in market conditions, and (iii) business risk,
the potential failure of revenues to cover costs due to a deterioration in the earnings environment or adeterioration in the efficiency or effectiveness of its business operations.
A fundamental principle established by Nomura is that all employees shall regard themselves as principalsof risk management and appropriately manage these risks. Nomura seeks to promote a culture of proactive risk
management throughout all levels of the organization and to limit risks to the confines of its risk appetite. The
risk management framework that Nomura uses to manage these risks consists of its risk appetite, risk
management governance and oversight, the management of financial resources, the management of all risk
classes, and processes to measure and control risks. Each of these key components is explained in further detailbelow.
Risk Appetite
Nomura has determined the maximum level and types of risk that it is willing to assume in pursuit of its
strategic objectives and business plan and has articulated this in its Risk Appetite Statement. This document is
jointly submitted by the Chief Risk Officer (“CRO”) and the Chief Financial Officer (“CFO”) to the Executive
Management Board (“EMB”) for approval.
The Risk Appetite Statement provides an aggregated view of risk and includes capital adequacy and balance
sheet measures, liquidity risk, market and credit risk, operational risk, and model risk, and consists ofquantitative metrics and qualitative statements. It is subject to regular monitoring and breach escalation as
appropriate by the owner of the relevant risk appetite statement.
Nomura’s Risk Appetite Statement is required to be reviewed annually by the EMB but it is reviewed on an
ad hoc basis if necessary, and must specifically be reviewed following any significant changes in Nomura’s
strategy. Risk appetite underpins all additional aspects of Nomura’s risk management framework.

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Risk Management Governance and OversightCommittee GovernanceNomura has established a committee structure to facilitate effective business operations and management of
Nomura’s risks. The formal governance structure for risk management within Nomura is as follows:

Board of Directors

Executive Management
Board

Group Integrated Risk
Management Committee

Global Risk
Management Committee

Global Risk
Analytics
Committee

Model Risk
GRMC
Analytics Transaction
Committee Committee

Asset Liability
Committee

Chief Risk Officer

Chief Financial Officer

Risk Management
Division

Finance Division

Collateral
Steering
Committee

means “delegation for certain decision making”
means “appointment”

Board of Directors (“BoD”)
The BoD determines the policy for the execution of the business of Nomura and other matters prescribed inlaws and regulations, supervises the execution of Directors’ and Executive Officers’ duties and has the authority
to adopt, alter or abolish the regulations of the EMB.
Executive Management Board
The EMB deliberates on and determines management strategy, the allocation of management resources andimportant management matters of Nomura, and seeks to increase shareholder value by promoting effective use ofmanagement resources and unified decision-making with regard to the execution of business. The EMB delegates
responsibility for deliberation of matters concerning risk management to the Group Integrated Risk Management
Committee (“GIRMC”). Key responsibilities of the EMB include the following:•

Resource Allocation—At the beginning of each financial year, the EMB determines the allocation ofmanagement resources and financial resources such as economic capital and unsecured funding tobusiness units and establishes usage limits for these resources;•

Business Plan—At the beginning of each financial year, the EMB approves the business plan and budgetof Nomura. Introduction of significant new businesses, changes to business plans, the budget and theallocation of management resources during the year are also approved by the EMB; and•Reporting—The EMB reports the status of its deliberations to the BoD.

Group Integrated Risk Management Committee (“GIRMC”)
Upon delegation from the EMB, the GIRMC deliberates on or determines important matters concerning
integrated risk management of Nomura to assure the sound and effective management of its businesses. The
GIRMC establishes Nomura’s risk appetite and a framework of integrated risk management consistent with111

Nomura’s risk appetite. The GIRMC supervises Nomura’s risk management by establishing and operating its risk
management framework. The GIRMC reports the status of key risk management issues and any other mattersdeemed necessary by the committee chairman to the BoD and the EMB.
In addition, the GIRMC, upon delegation from the EMB, has established the Risk Management Policy,
describing Nomura’s overall risk management framework including the fundamental risk management principles
followed by Nomura.
Global Risk Management Committee (“GRMC”)
Upon delegation from the GIRMC, the GRMC deliberates on or determines, based on strategic risk
allocation and risk appetite determined by the GIRMC, important matters concerning market, credit or
reputational risk management of Nomura in order to assure the sound and effective management of Nomura’s
businesses. The GRMC reports to the GIRMC the status of discussions at its meetings and any other matters as
deemed necessary by the committee chairman.
Asset Liability Committee (“ALCO”)
Upon delegation from the GIRMC, the ALCO deliberates on, based on Nomura’s risk appetite determinedby the GIRMC, balance sheet management, financial resource allocation, liquidity management and related
matters. The ALCO reports to the GIRMC the status of discussions at its meetings and any other matters as
deemed necessary by the committee chairman.
Global Risk Analytics Committee (“GRAC”) and Model Risk Analytics Committee (“MRAC”)
Upon delegation from the GRMC, the GRAC and the MRAC deliberate on or determine matters concerning
the development, management and strategy of risk models and valuation models, respectively. The committees’
primary responsibility is to govern and provide oversight of model management, including the approval of newmodels and significant model changes. Both committees report all significant matters and material decisions
taken to the GRMC, on a regular basis.
GRMC Transaction Committee
Upon delegation from the GRMC, the GRMC Transaction Committee deliberates on or approves individualtransactions in line with Nomura’s risk appetite in order to assure the sound and effective management of
Nomura’s businesses.
Collateral Steering Committee (“CSC”)
Upon delegation from the GRMC, the CSC deliberates on or determines Nomura’s collateral risk
management, including concentrations, liquidity, collateral re-use, limits and stress tests, provides direction on
Nomura’s collateral strategy and ensures compliance with regulatory collateral requirements.
Chief Risk Officer (“CRO”)
The CRO is responsible for setting the overall strategy and direction of the Risk Management Division. The
CRO is responsible for supervising the Risk Management Division and maintaining the effectiveness of the risk
management framework independently from the business units within Nomura. The CRO regularly reports on thestatus of Nomura’s risk management to the GIRMC, and reports to and seeks the approval of the GIRMC on
measures required for risk management.

112

Chief Financial Officer (“CFO”)
The CFO is responsible for overall financial strategy of Nomura, and has operational authority andresponsibility over Nomura’s liquidity management based on decisions made by the EMB.
Risk Management Division
The Risk Management Division comprises various departments or units in charge of risk management
established independently from Nomura’s business units. The Risk Management Division is responsible forestablishing and operating risk management processes, establishing and enforcing risk management policies andregulations, verifying the effectiveness of risk management methods, gathering reports from Nomura Group
entities, reporting to Executive Officers/Senior Managing Directors and the GIRMC and others, as well asreporting to regulatory bodies and handling regulatory applications concerning risk management methods andother items as necessary. Important risk management issues are closely communicated between members of the
Risk Management departments and the CRO. The CRO and/or Deputy CRO regularly attend the EMB and
GIRMC meetings to report specific risk issues.
Risk Policy Framework
Policies and procedures are essential tools of governance used by the Risk Management Division. They
define principles, rules and standards, and the specific processes that must be adhered to in order to effectively
manage risk at Nomura. The Risk Management Division has established a risk policy framework to promote
appropriate standards and consistency for risk policies and procedures and to articulate the principles andprocedures conducive to effective risk management. All risk management policies and procedures are developedin line with this policy framework and a defined process is followed for any exceptions.
Monitoring, Reporting and Data Integrity
Development, consolidation, monitoring and reporting of risk management information (“risk MI”) are
fundamental to the appropriate management of risk. The aim of all risk MI is to provide a basis for sounddecision-making, action and escalation as required. The Risk Management Division and the Finance Division are
responsible for producing regular risk MI, which reflects the position of Nomura relative to stated risk appetite.
Risk MI includes information from across the risk classes defined in the risk management framework and reflects
the use of the various risk tools used to identify and assess those risks. The Risk Management Division is
responsible for implementing appropriate controls over data integrity for risk MI.
Management of Financial Resources
Nomura has established a framework for management of financial resources in order to adequately manage
utilization of these resources. The EMB allocates financial resources to business units at the beginning of eachfinancial year. These allocations are used to set revenue forecasts for each business unit. Key components are set
out below:
Risk-weighted assets
A key component used in the calculation of our consolidated capital adequacy ratios is risk-weighted assets.
The EMB determines the risk appetite for our consolidated Tier 1 capital ratio on an annual basis and sets thelimits for the usage of risk-weighted assets by each division and by additional lower levels of the divisionconsistent with the risk appetite. See Item 4.B. “Business Overview—Regulatory Capital Rules” and“Consolidated Regulatory Capital Requirements” in this report for further information on our consolidated
capital adequacy ratios and risk-weighted assets.

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Economic Capital
Nomura’s internal measure of the capital required to support its business is the Nomura Capital Allocation
Target (“NCAT”), which is measured as the amount of capital required to absorb unexpected losses over a one-yeartime horizon under a severely adverse scenario. For quantification purposes, a severely adverse scenario is definedas the unexpected loss computed by risk models at the 99.95th percentile. NCAT consists of i) portfolio NCAT,
which captures the risks directly impacting the value of specific positions such as market risk, credit risk, asset
liquidity risk and other risks such as event risk to account for portfolio risks not easily covered in a historicallycalibrated model, and ii) non-portfolio NCAT, which captures the risks not directly affecting the value of specificpositions, such as operational risk and business risk. Nomura’s NCAT limit is initially set by the EMB, and the
EMB subsequently allocates it to each business division and additional lower levels of the organization.
Available Funds
The CFO decides the maximum amount of available funds, provided without posting of any collateral, forallocation within Nomura and the EMB approves the allocation of the funds to each business division. Global
Treasury monitors the usage by businesses and reports to the EMB.
Classification and Definition of Risk
Nomura classifies and defines risks as follows and has established departments or units to manage each risk
type.
Risk Category

Definition

Market risk

Risk of loss arising from fluctuations in the value of financial assets and liabilities(including off-balance sheet items) due to fluctuations in market risk factors (interest
rates, foreign exchange rates, prices of securities and others).

Credit risk

Risk of loss arising from an obligor or counterparty’s default, insolvency oradministrative proceeding which results in the obligor’s failure to meet its contractual
obligations in accordance with agreed terms. This includes both on- and off-balance
sheet exposures. It is also the risk of loss arising through a credit valuation adjustment(“CVA”) associated with deterioration in the creditworthiness of a counterparty.

Operational risk

Risk of loss resulting from inadequate or failed internal processes, people and systems
or from external events. It excludes strategic risk (the risk of loss as a result of poor
strategic business decisions), but includes the risk of breach of legal and regulatory
requirements, and the risk of damage to Nomura’s reputation if caused by an operational
risk.

Model risk

Risk arising from model errors or incorrect or inappropriate model application, which
can lead to financial loss, poor business and strategic decision-making, restatement of
external and internal reports, regulatory penalties and damage to Nomura’s reputation.

Funding and
Liquidity risk

Risk of loss arising from difficulty in securing necessary funding or from a significantly
higher cost of funding than normal levels due to a deterioration in Nomura’s
creditworthiness or a deterioration in market conditions.

Business risk

Risk of failure of revenues to cover costs due to a deterioration in the earnings
environment or a deterioration in the efficiency or effectiveness of Nomura’s business
operations. Managing business risk is the responsibility of Nomura’s Executive
Managing Directors and Senior Managing Directors.

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Market Risk Management
Market risk is the risk of loss arising from fluctuations in the value of financial assets and liabilities(including off-balance sheet items) due to fluctuations in market risk factors (interest rates, foreign exchange
rates, prices of securities and others).
Market Risk Management Process
Effective management of market risk requires the ability to analyze a complex and constantly changing
global market environment, identify problematic trends and ensure that appropriate action is taken in a timely
manner.
Nomura uses a variety of statistical risk measurement tools to assess and monitor market risk on an ongoingbasis, including, but not limited to, VaR, Stressed VaR (“SVaR”) and Incremental Risk Charge (“IRC”). In
addition, Nomura uses sensitivity analysis and stress testing to measure and analyze its market risk. Sensitivities
are measures used to show the potential changes to a portfolio due to standard moves in market risk factors. They
are specific to each asset class and cannot usually be aggregated across risk factors. Stress testing enables theanalysis of portfolio risks or tail risks, including non-linear behaviors and can be aggregated across risk factors at
any level of the group hierarchy, from group level to business division, units or desk levels. Market risk ismonitored against a set of approved limits, with daily reports and other management information provided to thebusiness units and senior management.
Value at Risk
VaR is a measure of the potential loss due to adverse movements of market factors, such as equity prices,interest rates, credit, foreign exchange rates, and commodities with associated volatilities and correlations.
VaR Methodology Assumptions
Nomura uses a single VaR model which has been implemented globally in order to determine the total
trading VaR. A historical simulation is implemented, where historical market moves over a two-year window areapplied to current exposure in order to construct a profit and loss distribution. Potential losses can be estimated atrequired confidence levels or probabilities. A scenario weighting scheme is employed to ensure that the VaRmodel responds to changing market volatility. Nomura uses the same VaR model for both internal risk
management purposes and for regulatory reporting. For internal risk management purposes, VaR is calculated
across Nomura at a 99% confidence level and using a 1-day time horizon. For regulatory reporting purposes,
Nomura uses the same confidence level but a 10-day time horizon, calculated using actual 10-day historicalmarket moves. To complement VaR under Basel 2.5 regulations, Nomura also computes SVaR, which samples
from a one-year window during a period of financial stress. The SVaR window is regularly calibrated andobservations are equally weighted.
Nomura’s VaR model uses exact time series for each individual risk factor. However, if good quality data is
not available, a ‘proxy logic’ maps the exposure to an appropriate time series. The level of proxying taking place
is carefully monitored through internal risk management processes and there is a continual effort to source newtime series to use in the VaR calculation.
VaR Backtesting
The performance of Nomura’s VaR model is constantly monitored to ensure that it remains fit for purpose.
The main approach for validating VaR is to compare actual 1-day trading losses with the corresponding VaRestimate. Nomura’s VaR model is backtested at different hierarchy levels. Backtesting results are reviewed on amonthly basis by Nomura’s Risk Management Division. One-day trading losses exceeded the 99% VaR estimate
on one occasion at a Nomura group level for the year ended March 31, 2015.
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Limitations and Advantages of VaRVaR aggregates risks from different asset classes in a transparent and intuitive way. However, there arelimitations. VaR is a backward-looking measure: it implicitly assumes that distributions and correlations ofrecent factor moves are adequate to represent moves in the near future. VaR is appropriate for liquid markets andis not appropriate for risk factors that exhibit sudden jumps. Therefore, it may understate the impact of severe
events. Given these limitations, Nomura uses VaR only as one component of a diverse market risk management
process.
VaR metrics
The following graph shows the daily VaR over the last six quarters for substantially all of Nomura’s trading
positions:

The following tables show the VaR as of each of the dates indicated for substantially all of Nomura’s
trading positions:
Billions of yen
As ofMar. 29, Mar. 31, Mar. 31,
2013
2014
2015

Equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest rate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign exchange . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 1.26
5.00
1.87¥ 1.283.95
2.79¥ 1.01
4.17
1.06

Subtotal . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Less: Diversification Benefit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

8.14(3.05)

8.02(2.86)

6.23(1.62)

VaR . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 5.09¥ 5.16¥ 4.62

Billions of yen
For the twelve months ended
Mar. 29, Mar. 31, Mar. 31,
2013
2014
2015

Maximum daily VaR(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Average daily VaR(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Minimum daily VaR(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 8.66
6.11
4.33¥ 9.90
6.67
4.45¥ 9.84
6.44
3.11(1) Represents the maximum, average and minimum VaR based on all daily calculations for the twelve months
ended March 29, 2013, March 31, 2014, and March 31, 2015.
116

Total VaR decreased to ¥4.62 billion as of March 31, 2015 from ¥5.16 billion as of March 31, 2014. VaR
relating to foreign exchange risk decreased to ¥1.06 billion as of March 31, 2015, compared to ¥2.79 billion as ofMarch 31, 2014 due to lower outright foreign exchange risk taken. VaR relating to equity risk decreased to¥1.01 billion as of March 31, 2015, compared to ¥1.28 billion as of March 31, 2014.VaR relating to interest raterisk increased to ¥4.17 billion as of March 31, 2015, compared to ¥3.95 billion as of March 31, 2014.
Total VaR remained relatively unchanged at ¥5.16 billion as of March 31, 2014 compared to total VaR as ofMarch 29, 2013. VaR relating to interest rate risk decreased to ¥3.95 billion as of March 31, 2014, compared to¥5.00 billion as of March 29, 2013 due to lower outright interest risk being taken. VaR relating to foreignexchange risk increased to ¥2.79 billion as of March 31, 2014 from ¥1.87 billion as of March 29, 2013, driven bychanges in the outright foreign exchange risk being taken. VaR relating to equity risk remained relatively
unchanged at ¥1.28 billion as of March 31, 2014 compared to ¥1.26 billion as of March 29, 2013.
Stress Testing
Nomura conducts market risk stress testing since VaR and sensitivity analysis have limited ability to capture
all portfolio risks or tail risks. Stress testing for market risk is conducted daily and weekly, using various
scenarios based upon features of trading strategies. Nomura conducts stress testing not only at each desk level,
but also at a Nomura group level with a set of common global scenarios in order to capture the impact of market
fluctuations on the entire Nomura group.
Non-Trading Risk
A major market risk in Nomura’s non-trading portfolio relates to equity investments held for operating
purposes and on a long-term basis. Equity investments held for operating purposes are minority stakes in theequity securities of unaffiliated Japanese financial institutions and corporations held in order to promote existingand potential business relationships. This non-trading portfolio is exposed mainly to volatility in the Japanesestock market. One method that can estimate the market risk in this portfolio is to analyze market sensitivity basedon changes in the TOPIX, which is a leading index of prices of stocks on the First Section of the Tokyo Stock
Exchange.
Nomura uses regression analysis covering the previous 90 days which tracks and compares fluctuations in
the TOPIX and the market value of Nomura’s equity investments held for operating purposes. This analysis
indicates that for each 10% change in the TOPIX, the market value of Nomura’s operating equity investments
held for operating purposes can be expected to change by ¥19,721 million at the end of March 2014 and¥23,271 million at the end of March 2015. The TOPIX closed at 1,202.89 points at the end of March 2014 and at
1,543.11 points at the end of March 2015. This simulation analyzes data for the entire portfolio of equity
investments held for operating purposes at Nomura and therefore actual results may differ from Nomura’s
expectations because of price fluctuations of individual equities.
Credit Risk Management
Credit risk is the risk of loss arising from an obligor or counterparty’s default, insolvency or administrative
proceeding which results in the obligor’s failure to meet its contractual obligations in accordance with agreed
terms. This includes both on- and off-balance sheet exposures. It is also the risk of loss arising through a CVA
associated with deterioration in the creditworthiness of a counterparty.
Nomura manages credit risk on a global basis and on an individual Nomura legal entity basis.
Credit Risk Management Framework
The measurement, monitoring and management of credit risk at Nomura are governed by a set of global
policies and procedures. Credit Risk Management (“CRM”), a global function within the Risk Management
117

Division, is responsible for the implementation and maintenance of these policies and procedures. These policies
are authorized by the GIRMC and/or Global Risk Strategic Committee (“GRSC”), prescribe the basic principles
of credit risk management and set credit limits to counterparties that are formally approved by CRM personnel
with the appropriate level of credit authority.
Credit risk is managed by CRM together with various global and regional risk committees. This ensurestransparency of material credit risks and compliance with established credit limits, the approval of material
extensions of credit and the escalation of risk concentrations to appropriate senior management.
Credit Risk Management Process
CRM operates as a credit risk control function within the Risk Management Division, reporting to the CRO.
The process for managing credit risk at Nomura includes:•

Evaluation of likelihood that a counterparty defaults on its payments and obligations;•

Assignment of internal ratings to all active counterparties;•

Approval of extensions of credit and establishment of credit limits;•

Measurement, monitoring and management of Nomura’s current and potential future credit exposures;•

Setting credit terms in legal documentation, including margin terms; and•Use of appropriate credit risk mitigants, including netting, collateral and hedging.

The scope of credit risk management includes counterparty trading and various debt or equity instruments
including loans, private equity investments, fund investments, investment securities and any other as deemednecessary from a credit risk management perspective. The evaluation of counterparties’ creditworthinessinvolves a thorough due diligence and analysis of the business environments in which they operate, theircompetitive positions, management and financial strength and flexibility. Credit analysts also take into accountthe corporate structure and any explicit or implicit credit support. CRM evaluates credit risk not only bycounterparty, but also by counterparty group.
Following the credit analysis, CRM estimates the probability of default of a given counterparty or obligor
through an alphanumeric ratings scale similar to that used by rating agencies and a corresponding numeric scale.
Credit analysts are responsible for assigning and maintaining the internal ratings, ensuring that each rating isreviewed and approved at least annually.
Nomura’s internal rating system employs a range of ratings models to ensure global consistency andaccuracy. These models are developed and maintained by the Risk Methodology Group. Internal ratings
represent a critical component of Nomura’s approach to managing counterparty credit risk. They are used as key
factors in:•Establishing the amount of counterparty credit risk that Nomura is willing to take to an individual
counterparty or counterparty group (setting of credit limits);•

Determining the level of delegated authority for setting credit limits (including tenor);•

The frequency of credit reviews (renewal of credit limits);•

Reporting counterparty credit risk to senior management within Nomura; and•Reporting counterparty credit risk to stakeholders outside of Nomura.

The Credit Risk Control Unit (“CRCU”) is a function that is independent of CRM. It ensures that Nomura’sinternal rating system is properly reviewed and validated, reporting any breaks or issues to senior management
for timely resolution. The unit is responsible for ensuring that the system remains accurate and predictive of risks
and provides periodic reporting on the system to senior management.
118

Nomura has established an Internal Rating System to be a unified, exhaustive and objective framework toevaluate credit risk. Internal ratings are typically classified into obligor, facility and specialized lending ratings.
Each rating classification serves to properly express the credit risk either in terms of probability of default, thelevel of potential recovery given its position in a capital structure or the probability of repayment under the termsof a specialized lending facility.
For regulatory capital calculation purposes, Nomura has been applying the Foundation Internal Rating
Based Approach (“FIRB”) in calculating credit risk weighted assets since the end of March 2011. The
Standardized Approach is applied to certain business units or asset types, which are considered immaterial to thecalculation of credit risk-weighted assets.
Credit Limits and Risk Measures
Internal ratings form an integral part in the assignment of credit limits to counterparties. Nomura’s credit
limit framework is designed to ensure that Nomura takes appropriate credit risk in a manner that is consistent
with its overall risk appetite. Global Credit policies define the delegated authority matrices that establish the
maximum aggregated limit amounts and tenors that may be set for any single counterparty group based on theirinternal rating.
Nomura’s main type of counterparty credit risk exposures arise from derivatives transactions or securities
financing transactions. Credit exposures against counterparties are managed by means of setting credit limits
based upon credit analysis of individual counterparty. Credit risk is managed daily through the monitoring ofcredit exposure against approved credit limits and the ongoing monitoring of the creditworthiness of Nomura’s
counterparties. Any change in circumstance that alters Nomura’s risk appetite for any particular counterparty,
sector, industry or country is reflected in changes to the internal rating and credit limit as appropriate.
Nomura’s global credit risk management systems record all credit limits and capture credit exposures to the
Nomura’s counterparties allowing CRM to measure, monitor and manage utilization of credit limits, ensure
appropriate reporting and escalation of any limit breaches.
For derivatives and securities financing transactions, Nomura measures credit risk primarily by way of aMonte Carlo-based simulation model that determines a Potential Exposure (“PE”) profile at a specified
confidence level. The exposure calculation model used for counterparty credit risk management has also beenused for the Internal Model Method (“IMM”) based exposure calculation for regulatory capital reporting
purposes since the end of December 2012.
Loans and lending commitments are measured and monitored on both a funded and unfunded basis.
Wrong Way Risk
Wrong Way Risk (“WWR”) occurs when exposure to a counterparty is highly correlated with thedeterioration of creditworthiness of that counterparty. Nomura has established global policies that govern the
management of any WWR exposures. Stress testing is used to support the assessment of any WWR embedded
within existing portfolios and adjustments are made to credit exposures and regulatory capital as appropriate.
Stress Testing
Stress Testing is an integral part of Nomura’s management of credit risk. Regular stress tests are used tosupport the assessment of credit risks by counterparties, sectors and regions. The stress tests include potential
concentrations that are highlighted as a result of applying shocks to risk factors, probabilities of default or rating
migrations.

119

Risk Mitigation
Nomura utilizes financial instruments, agreements and practices to assist in the management of credit risk.
Nomura enters into legal agreements, such as the International Swap and Derivatives Association, Inc. (“ISDA”)
agreements or equivalent (referred to as “Master Netting Agreements”), with many of its counterparties. Master
Netting Agreements allow netting of receivables and payables and reduce losses potentially incurred as a resultof a counterparty default. Further reduction in credit risk is achieved through entering into collateral agreementsthat allow Nomura to obtain collateral from counterparties either upfront or contingent on exposure levels,changes in credit rating or other factors.
Credit Risk to Counterparties in Derivatives Transaction
The following table presents credit exposures arising from Nomura’s trading-related derivatives held for
trading purposes as of March 31, 2015, showing the positive fair value of derivative assets by counterparty credit
rating and by remaining contractual maturity. The credit ratings are internally determined by Nomura’s CRM.
Billions of yen

Credit Rating

Less than
1 yearYears to Maturity
1 to 33 to 55 to 7
years
years
years

AAA . . . . . . . . . . . . . . . . . ¥ 18 ¥ 103 ¥ 21 ¥9
AA . . . . . . . . . . . . . . . . . .
299
451
422
513
A....................
462
372
360
308
BBB . . . . . . . . . . . . . . . . .
177
151
144
131
BB and lower . . . . . . . . . .
58
73
71
45
Other(2) . . . . . . . . . . . . . . .
43
2
3
1
Sub-total . . . . . . . . . . . . . . 1,057 1,152 1,021 1,007
Listed . . . . . . . . . . . . . . . .
333
161
21
3
Total . . . . . . . . . . . . . . . . . ¥1,390 ¥1,313 ¥1,042 ¥1,010

CrossMore than Maturity
Total
Collateral Replacement
7 years Netting(1) Fair Value obtainedcost(3)(a)(b)(a)-(b)

¥

80
1,732
892
530
349
17
3,600
0
¥3,600¥ (192) ¥ 39
(3,048)369(1,895)
499
(710)
423
(384)
212
(164)
(98)
(6,393) 1,444
(376)
142
¥(6,769) ¥1,586

¥

4
70
54
261
400
4
793
20
¥813

¥

35
299
445
162
0
0
941
122
¥1,063(1) Represents netting of derivative liabilities against derivatives assets entered into with the same counterparty
across different maturity bands. Derivative assets and derivative liabilities with the same counterparty in thesame maturity band are net within the relevant maturity band. Cash collateral netting against net derivative
assets in accordance with ASC 210-20 “Balance Sheet—Offsetting” and ASC 815 “Derivatives andHedging” is also included.
(2) “Other” comprises unrated counterparties and certain portfolio level valuation adjustments not allocated to
specific counterparties.
(3) Zero balances represent instances where total collateral received is in excess of the total fair value therefore
Nomura’s credit exposure is zero.
Exposure to peripheral Eurozone and other selected countries
Geopolitical risk has remained a dominant theme affecting markets through the reporting period. The Russia
and Ukraine crisis deepened during the year, Argentina defaulted and the reduction in crude oil prices has
impacted oil exporters’ finances. Additionally, developments in Greece have revived concerns over Greece’s
fiscal and economic sustainability, as well as its potential implications for the wider Eurozone.
Nomura manages country risk arising from inventory positions, trades with counterparties and any otherbusinesses or products as part of its diversified portfolio. Nomura’s total current net exposure to Greece,
Argentina, Russia and Ukraine as of March 31, 2015 was not material. Despite the improvement in the risk
profile of a number of peripheral Eurozone countries, further stress in these countries, combined with a sustained
market or economic downturn, could adversely affect Nomura’s financial position and performance. As of120

March 31, 2015, Nomura’s total current net exposure was ¥54 billion to Spain, ¥43 billion to Ireland, ¥1 billion
to Portugal and consisted of OTC derivatives, lending, deposits and trading positions. The total current net
exposure to Italy was not material.
Operational Risk Management
Operational risk is the risk of loss resulting from inadequate or failed internal processes, people, andsystems or from external events. It excludes strategic risk (the risk of loss as a result of poor strategic businessdecisions), but includes the risk of breach of legal and regulatory requirements, and the risk of damage to
Nomura’s reputation if caused by an operational risk.
The Three Lines of Defence
Nomura adopts the industry standard “Three Lines of Defence” for the management of operational risk,
comprising the following elements:
1)

1st Line of Defence: The business which owns and manages its risks

2)

2nd Line of Defence: The Operational Risk Management (“ORM”) function, which defines and coordinates Nomura’s operational risk strategy and framework and provides challenge to the 1st Line of
Defence3)

3rd Line of Defence: Internal and External Audit, who provide independent assurance

Operational Risk Management Framework
An Operational Risk Management Framework has been established in order to allow Nomura to identify,
assess, manage, monitor and report on operational risk. The GIRMC, with delegated authority from the EMB has
formal oversight over the management of operational risk.
This framework is set out below:
Infrastructure of the framework•

Policy framework: Sets standards for managing operational risk and details how to monitor adherence tothese standards.

•

Training and awareness: Action taken by ORM to improve business understanding of operational risk.

Products and Services•

Risk and Control Self-Assessment (“RCSA”): The process used by business units to identify and assess
the operational risks to which they are exposed, the controls in place to mitigate risks, and action plansto further reduce risk.

•

Scenario Analysis: Process to identify and assess high impact, low probability ‘tail events’.

•

Event Reporting: Process to obtain information on and learn from actual events impacting Nomura andrelevant external events. A key step is to identify appropriate action plans to prevent or mitigate future
occurrence of events.

•

Key Risk Indicators (“KRI”): Metrics which allow monitoring of certain key operational risks andtrigger appropriate responses as thresholds are breached.

121

Outputs•

Analysis and reporting: A key aspect of ORM’s role is to analyze, report, and challenge operational risk
information provided by business units, and work with business units to develop action plans to mitigate
risks.

•

Operational risk capital calculation: Calculate operational risk capital as required under applicable Baselstandards and local regulatory requirements.

Regulatory capital calculation for operational risk
Nomura uses The Standardized Approach for calculating regulatory capital for operational risk. This
involves using a three-year average of gross income allocated to business lines, which is multiplied by a fixed
percentage (“Beta Factor”) determined by the FSA, to establish the amount of required operational risk capital.
Nomura uses consolidated net revenue as gross income. However, for certain consolidated subsidiaries,
gross operating profit is used as gross income. Gross income allocation is performed by mapping the net revenueof each business segment as defined in Nomura’s management accounting data to each Basel business line asfollows:
Business Line

Retail Banking
Commercial Banking
Payment and Settlement
Retail Brokerage
Trading and Sales
Corporate FinanceAgency Services
Asset Management

Description

Beta Factor

Retail deposit and loan-related services
Deposit and loan-related services except for Retail Banking business
Payment and settlement services for clients’ transactions
Securities-related services mainly for individuals
Market-related business
M&A, underwriting, secondary and private offerings, and other funding
services for clients
Agency services for clients such as custody
Fund management services for clients

12%
15%
18%
12%
18%
18%
15%
12%

Nomura calculates the required amount of operational risk capital for each business line by multiplying theallocated annual gross income amount by the appropriate Beta Factor defined above. The operational risk capitalfor any gross income amount not allocated to a specific business line is determined by multiplying such
unallocated gross income amount by a fixed percentage of 18%.
The total operational risk capital for Nomura is calculated by aggregating the total amount of operationalrisk capital required for each business line and unallocated amount and by determining a three-year average.
Where the aggregated amount for a given year is negative, then the total operational risk capital amount for thatyear will be calculated as zero.
In any given year, negative amounts in any business line are offset against positive amounts in otherbusiness lines. However, negative unallocated amounts are not offset against positive amounts in other businesslines and are calculated as zero.
Operational risk capital is calculated at the end of September and March each year.
Model Risk Management
Model risk is the risk arising from model errors or incorrect or inappropriate model application, which canlead to financial loss, poor business and strategic decision-making, restatement of external and internal reports,
regulatory penalties and damage to Nomura’s reputation.

122

Errors can occur at any point from model assumptions through to implementation. In addition, the quality ofmodel outputs depends on the quality of model parameters and any input data. Even a fundamentally soundmodel producing accurate outputs consistent with the design objective of the model may exhibit high model risk
if it is misapplied or misused.
Model Management Framework
The models within the model management framework are defined as either:•valuation models, used for calculating prices and risk sensitivities of Nomura’s positions; or,•risk models, used by the Risk Management Division for quantifying the risk of a portfolio by calculating
the potential losses incurred from a specific type of risk, and used for regulatory or economic capital
calculations, limit monitoring, trade approval and management reporting.

Before models are put into official use, the Model Validation Group (“MVG”) is responsible for validating
their integrity and comprehensiveness independently from those who design and build them. As part of thisvalidation process, the MVG analyzes a number of factors to assess a model’s suitability, to quantify model risk
which is then mitigated by applying model reserves and capital adjustments. Valuation models are developed andmaintained by the business units and risk models by the Risk Methodology Group (“RMG”) within the Risk
Management Division. Certain models may also be developed by third-party providers. The RMG has primary
responsibility for the ongoing refinement and improvement of risk models and methodologies within Nomura.
All models are also subject to an annual re-approval process by MVG to ensure they remain suitable. Upondelegation from the GRMC, the MRAC’s and GRAC’s primary responsibility is to govern and provide oversightof model management for valuation and risk models, respectively.
Changes to valuation and risk models
Nomura has documented policies and procedures in place, approved by the GIRMC and/or GRSC, which
define the process and validation requirements for implementing changes to valuation and risk models. Forchanges with an impact above certain materiality thresholds, model approval is required. These materiality
thresholds are defined through procedures owned by MVG and reflect Nomura’s model risk appetite. For certain
material changes to risk models, backtesting of the new model, parallel running of both models and stress-testingof the new model are required prior to the model being approved.
Funding and Liquidity Risk Management
For further information on funding and liquidity risk management, see “Liquidity and Capital Resources—
Funding and Liquidity Management” in this report.
Risk Measures and Controls
Limit Frameworks
The establishment of robust limit monitoring and management is central to appropriate monitoring andmanagement of risk. The limit management frameworks incorporate clear escalation policies to ensure approvalof limits at appropriate levels of seniority. The Risk Management Division is responsible for day-to-day
operation of these limit frameworks, including approval, monitoring, and reporting as required. Business units
are responsible for complying with the agreed limits. Limits apply across a range of quantitative measures of risk
and across market and credit risks.

123

New Business Risk Management
The new business approval process represents the starting point for new business in Nomura and exists to
support management decision-making and ensure that risks associated with new products and new businesses are
identified and managed appropriately. The new business approval process consists of two components:
1)

Transaction committees are in place to provide formal governance over the review and decisionmaking process for individual transactions. Clear responsibilities are documented for cases of nonadherence.

2)

The new product approval process allows business unit sponsors to submit applications for new
products and obtain input from relevant departments prior to approval of the application. The process isdesigned to capture and assess risks across all risk classes as a result of the new product or business.

Stress Testing
Stress testing is a process of assessing the stability or business continuity of Nomura from the view point of
capital adequacy, profit and loss impact or liquidity adequacy using plausible scenarios at various levels of thehierarchy from group level to division or desk levels, including those based on sensitivity analysis.
Nomura conducts a rigorous programme of stress testing through a comprehensive suite of top-down andbottom-up scenarios, covering different time horizons, severities, scope and methodologies and these arereviewed, run and presented on a regular basis to senior management, who can then take appropriate actions.
Stress testing is categorised either as sensitivity analysis, scenario analysis, groupwide stress testing orreverse stress testing.
•Sensitivity analysis is used to quantify the impact of a market move in one or two associated risk factors
across all positions (e.g., equity prices or equity prices/equity volatility) using a variety of definedmarket shocks in order to assess specific risks or potential concentrations;•

Scenario analysis is used to quantify the impact of a specified event on Nomura’s portfolio, combining
simultaneous cross- asset market shocks;•

Groupwide stress testing is applied consistently across risk classes, such as market, credit, operational,
business and liquidity risks. It is used to assess Nomura’s capital adequacy under severe market
scenarios; and•Reverse stress testing is designed to identify a range of adverse circumstances which could cause
Nomura’s business plan to become unviable. Such tests would stress Nomura’s exposures or businessmodels in an “extreme” fashion until the point of capital failure, liquidity failure or business closure.

Stress tests are run on a regular basis as part of Nomura’s routine risk management process and on an ad hoc
basis in response to market events or concerns. Stress testing is regarded as an integral part of Nomura’s risk
management governance and is used as a tool for forward-looking risk management and decision-making.
Item 12. Description of Securities Other Than Equity Securities
A. Debt Securities
Not applicable.
B. Warrants and Rights
Not applicable.
C. Other Securities
Not applicable.
124

D. American Depositary Shares
Fees payable by ADR Holders
The following table shows the fees and charges that a holder of the Company’s ADR may have to pay,either directly or indirectly:
Type of Services:

Amount of Fee (U.S. Dollars)

Taxes and other governmental charges

As applicable. The depositary may offset any taxes orgovernmental charges it is obligated to withhold, if
applicable, against the proceeds from sale of theproperty received.

Transfers of the Company’s shares to or from the nameof the depositary (or its nominee) or the Custodian (orits nominee) in connection with deposits orwithdrawals

Such registration fees as may be in effect for theregistration of transfers of the Company’s shares on
the Company’s share register (or any entity that
presently carries out the duties of registrar).

Cable, telex and facsimile transmission expenses

As applicable.

Expenses incurred by the depositary in the conversion offoreign currency

As applicable.

Execution and delivery of Receipts in connection withdeposits, stock splits or exercise of subscription rights$5.00 or less per 100 ADSs (or portion thereof).

Surrender of Receipts in connection with a withdrawal
or termination of the Deposit Agreement$5.00 or less per 100 ADSs (or portion thereof).

Any cash distribution pursuant to the Deposit
Agreement, including, but not limited to, cash
distribution(s) made in connection with cash
dividends; distributions in securities, property or
subscription rights; and stock splits.

$.02 or less per ADS (or portion thereof). Only the
cash amounts net of this fee, if applicable, aredistributed.

Distribution by the depositary of securities (other thancommon shares of the Company) that accrued on theunderlying shares to owners of the Receipts

Treating for the purpose of this fee all such securities
as if they were common shares of the Company,$5.00 or less per 100 ADSs (or portion thereof).

General depositary services$.02 or less per ADS (or portion thereof), accruing on
the last day of each calendar year, except where thefee for cash distribution described above wasassessed during that calendar year.

Any other charge payable by the depositary, any of thedepositary’s agents, including the Custodian, or theagents of the depositary’s agents in connection withthe servicing of the Company’s shares or otherdeposited securities

As applicable.

Fees paid to Nomura by the depositary
The Bank of New York Mellon, as depositary, has agreed to pay all its standard out-of-pocket
administration and maintenance expenses for providing services to the registered shareholders and up to 100,000
non-registered shareholders of ADRs. From April 1, 2014 to March 31, 2015, the Bank of New York Mellon has
waived a total of $168,206.30 in fees (including $37,778.53 in connection with the expenses related to theAnnual General Meeting of Shareholders) associated with the administration of the ADR program andadministrative fees for routine corporate actions and for providing investor relations information services.
125

PART II
Item 13. Defaults, Dividend Arrearages and Delinquencies
None.
Item 14. Material Modifications to the Rights of Security Holders and Use of Proceeds
None.
Item 15. Controls and Procedures
Disclosure Controls and Procedures.
Our Disclosure Committee is responsible for the establishment and maintenance of our disclosure controls
and procedures. As of March 31, 2015, an evaluation was carried out under the supervision and with theparticipation of our management, including our Group Chief Executive Officer and Chief Financial Officer, andthe Disclosure Committee, of the effectiveness of the disclosure controls and procedures (as defined in Rules
13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934). Based on that evaluation, our Group Chief
Executive Officer and Chief Financial Officer concluded that, as of March 31, 2015, our disclosure controls andprocedures were effective.
Management’s Annual Report on Internal Control Over Financial Reporting.
Our management is responsible for establishing and maintaining adequate internal control over financial
reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Securities Exchange Act of 1934). Our
management, with the participation of our Group Chief Executive Officer and Chief Financial Officer, evaluatedthe effectiveness of our internal control over financial reporting using the criteria set forth in the Internal
Control—Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway
Commission (COSO). Based on this evaluation, management concluded that our internal control over financial
reporting was effective as of March 31, 2015. Our independent registered public accounting firm, Ernst & Young
ShinNihon LLC, has issued an attestation report on the effectiveness of our internal control over financial
reporting, which appears on page F-3 of this annual report.
Changes in Internal Control Over Financial Reporting.
Our management also carried out an evaluation, with the participation of our Group Chief Executive Officer
and Chief Financial Officer, of changes in our internal control over financial reporting during the year ended
March 31, 2015. Based upon that evaluation, there was no change in our internal control over financial reporting
during the year ended March 31, 2015 that has materially affected, or is reasonably likely to affect, our internal
control over financial reporting.
Item 16A. Audit Committee Financial Expert
The Company’s Board of Directors has determined that Tsuguoki Fujinuma, a member of the Audit
Committee, is an “audit committee financial expert” as such term is defined by the General Instructions for
Item 16A of Form 20-F. Additionally, Mr. Fujinuma meets the independence requirements applicable to him
under Section 303A.06 of the NYSE Listed Company Manual. For a description of his business experience, see
Item 6.A of this annual report.
Item 16B. Code of Ethics
On March 5, 2004, the Company adopted the “Code of Ethics of Nomura Group” which includes the “Codeof Ethics for Financial Professionals” applicable to our financial professionals including the Company’s principal
executive officer, principal financial officer, principal accounting officer and persons performing similarfunctions.
126

Item 16C. Principal Accountant Fees and Services
Ernst & Young ShinNihon LLC has been our principal accountant for the last thirteen fiscal years. The table
set forth below contains the aggregate fees billed for each of the last two fiscal years by our principal accountant
in each of the following categories: (i) Audit Fees, which are fees for professional services for the audit or review
of our financial statements or services that are normally provided in connection with statutory and regulatory
filings or engagements for those fiscal years, (ii) Audit-Related Fees, which are fees for assurance and related
services that are related to the performance of the audit or review of our financial statements and are not reported
as Audit Fees, (iii) Tax Fees, which are fees for professional services provided for tax compliance, tax advice andtax planning, and (iv) All Other Fees, which are fees for products and services other than Audit Fees, AuditRelated Fees and Tax Fees, such as advisory services concerning risk management and regulatory matters.
Millions of yen
Year ended March 31
2014
2015

Audit Fees . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Audit-Related Fees . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Tax Fees . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
All Other Fees . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥3,34949
113
522¥3,344167
139
605

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥4,033¥4,255

Audit-Related Fees included fees for consultations on accounting issues relating to our business. Tax Fees
included fees for services relating to tax planning and compliance. All Other Fees included fees for services
relating to advice with respect to regulations and disclosures under the Financial Instruments and Exchange Act
in connection with our underwriting business.
In accordance with the regulations of the Securities and Exchange Commission issued pursuant to Sections
202 and 208 of the Sarbanes-Oxley Act of 2002, our Audit Committee has adopted a pre-approval policy
regarding the engagements of our principal accountant. Under the pre-approval policy, there are two types of preapproval procedures, “General Pre-Approval” and “Specific Pre-Approval.”
Under “General Pre-Approval,” our CFO in conjunction with our principal accountant must make a proposal
to our Audit Committee for the types of services and estimated fee levels of each category of services to begenerally pre-approved. Such a proposal must be made at least annually. The Audit Committee will discuss the
proposal and if necessary, consult with outside professionals as to whether the proposed services would impair
the independence of our principal accountant. If such proposal is accepted, the Audit Committee will inform our
CFO and principal accountant of the services that have been pre-approved and are included in a “General PreApproved List.” Our Audit Committee is informed of each such service that is provided.
Under “Specific Pre-Approval,” if any proposed services are not on the General Pre-Approved List, our
CFO is required to submit an application to the Audit Committee for such services. After reviewing the details
and estimated fee levels for each engagement and if necessary, consulting with outside professionals as towhether the proposed services would impair the independence of the principal accountant, the Audit Committee
may make a specific pre-approval decision on these services. Also, if any approved services in the General PreApproved List exceed the fee levels prescribed on the List, our CFO is required to submit an application to the
Audit Committee for new fee levels for such services. The Audit Committee may make a pre-approval decision
after reviewing the details of the services and the estimated fee levels for each engagement.
None of the services described in the first paragraph under this Item 16C were waived from the pre-approvalrequirement pursuant to Rule 2-01(c)(7)(i)(C) of Regulation S-X.
127

Item 16D. Exemptions from the Listing Standards for Audit Committees
The Company does not avail itself of any exemption from the independence requirements of Rule 10A-3
under the Securities Exchange Act of 1934.
Item 16E. Purchases of Equity Securities by the Issuer and Affiliated Purchasers
During the year ended March 31, 2015, we acquired 34,295 shares of the Company’s common stock bymeans of repurchase of shares constituting less than one unit upon the request of the holders of those shares and155,198,700 shares under a share buyback program in accordance with Article 459-1 of the Companies Act. For
an explanation of the right of our shareholders to demand such repurchases by us, see “Common Stock” under
Item 10.B of this annual report. As of March 31, 2015, we had 3,598,865,213 outstanding shares of our common
stock excluding 223,697,388 shares held as treasury stock.
The following table sets forth certain information with respect to our purchases of shares of our common
stock during the year ended March 31, 2015.
Total
Number of
SharesPurchased
as Part of
Publicly
Announced
ProgramMaximum
Number of
Shares thatMay Yet Be
Purchased
Under theProgram

Month

Total
Number of
SharesPurchased

Average Price
Paid perShare(in yen)

April 1 to 30, 2014 . . . . . . . . . . . . . . . . . . . . . . . . . . .
May 1 to 31, 2014 . . . . . . . . . . . . . . . . . . . . . . . . . . .
June 1 to 30, 2014 . . . . . . . . . . . . . . . . . . . . . . . . . . .
July 1 to 31, 2014 . . . . . . . . . . . . . . . . . . . . . . . . . . .
August 1 to 31, 2014 . . . . . . . . . . . . . . . . . . . . . . . . .
September 1 to 30, 2014 . . . . . . . . . . . . . . . . . . . . . .
October 1 to 31, 2014 . . . . . . . . . . . . . . . . . . . . . . . .
November 1 to 30, 2014 . . . . . . . . . . . . . . . . . . . . . .
December 1 to 31, 2014 . . . . . . . . . . . . . . . . . . . . . . .
January 1 to 31, 2015 . . . . . . . . . . . . . . . . . . . . . . . . .
February 1 to 28, 2015 . . . . . . . . . . . . . . . . . . . . . . . .
March 1 to 31, 2015 . . . . . . . . . . . . . . . . . . . . . . . . . .

1,803
100,001,254
3,290
4,086
2,822
2,747
2,645
2,736
6,530,631
8,674,741
35,668,435
4,337,805¥640
613(1)
705
688
651
680
617
716
714(1)
644(1)
659(1)
727(1)——
100,000,000(2)
—
—
—
—
—
—
—
—
—
—
—
—
—
6,526,300(3) 33,473,700
8,672,400(3) 24,801,300
35,665,300(4) 4,334,700
4,334,700(4)—Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

155,232,995¥679(1)

155,198,700—(1) Excludes common stock repurchased through publicly announced buyback programs during the year ended
March 31,2015.
(2) On April 30, 2014, a resolution of the Board of Directors authorized the Company to purchase up to
100,000,000 shares of our common stock or to a maximum of ¥70 billion during the period from May 19,
2014 through July 25, 2014.
(3) On October 28, 2014, a resolution of the Board of Directors authorized the Company to purchase up to
40,000,000 shares of our common stock or to a maximum of ¥28 billion during the period from
November 13, 2014 through January 16, 2015.
(4) On January 29, 2015, a resolution of the Board of Directors authorized the Company to acquire to up to
40,000,000 shares of our common stock or to a maximum of ¥30 billion during the period from February 16,
2015 through March 27, 2015.
Nomura recognizes the need to set out flexible financial strategies that allow the Board of Directors to
respond quickly to any changes in the business environment and is looking into implementing further sharebuybacks. Details will be announced when finalized.
128

On May 19, 2015, we announced a resolution of the Board of Directors to establish a share buyback
program in accordance with Article 459-1 of the Companies Act. The period of repurchase under the program isfrom May 20, 2015 to July 28, 2015, and we are authorized to purchase up to 25,000,000 shares of our common
stock or to a maximum of ¥20,000,000,000. On May 29, 2015, we announced that the aggregate number ofshares of common stock repurchased through this buyback program was 24,331,100 shares and the aggregate
value repurchased was ¥ 19,976,847,950.
As of May 31, 2015, 3,591,344,038 shares of common stock were outstanding, excluding 231,218,563
shares held as treasury stock.
Item 16F. Change in Registrant’s Certifying Accountant
Not applicable.
Item 16G. Corporate Governance
Companies listed on the NYSE must comply with certain standards regarding corporate governance under
Section 303A of the NYSE Listed Company Manual. However, listed companies that are foreign private issuers,
such as the Company, are permitted to follow home country practice in lieu of certain provisions ofSection 303A.
The following table shows the significant differences between the corporate governance practices followedby U.S. listed companies under Section 303A of the NYSE Listed Company Manual and those followed by theCompany. The information set forth below is current as of the date of this annual report.
Corporate Governance Practices Followed
by NYSE-listed U.S. Companies

Corporate Governance Practices Followed by the Company

A NYSE-listed U.S. company must have a majority of
Directors meeting the independence requirements under
Section 303A of the NYSE Listed Company Manual.

Under the Companies Act, a company which adopts
the Company with Three committees structure is not
required to have a majority of outside directors, but isrequired to have a majority of outside directors oneach of the audit, nomination and compensationcommittees.
The Company currently has seven outside directors
among its twelve Directors.

A NYSE-listed U.S. company must have an audit
committee that satisfies the requirements under
Section 303A of the NYSE Listed Company Manual,including those imposed by Rule 10A-3 under the U.S.
Securities Exchange Act of 1934. The audit committee
must be composed entirely of independent directors andhave at least three members.

The Company has an Audit Committee consisting offour Directors, three of whom are outside directors incompliance with the requirements under theCompanies Act. All four Audit Committee members
are independent directors under Rule 10A-3 under
the U.S. Securities Exchange Act of 1934 with one
member qualified as audit committee financial
expert.

A NYSE-listed U.S. company must have anominating/corporate governance committee withresponsibilities described under Section 303A of the
NYSE Listed Company Manual. The nominating/corporate governance committee must be composed
entirely of independent directors.

The Company has a Nomination Committee
consisting of three Directors, two of whom areoutside directors in compliance with the requirements
under the Companies Act.

129

Corporate Governance Practices Followed
by NYSE-listed U.S. Companies

Corporate Governance Practices Followed by the Company

A NYSE-listed U.S. company must have acompensation committee composed entirely of
independent directors. Compensation committee
members must satisfy the additional independence
requirements under Section 303A.02(a)(ii) of the NYSE
Listed Company Manual. A compensation committee
must also have authority to retain or obtain the advice ofcompensation and other advisers, subject to prescribedindependence criteria that the committee must consider
prior to engaging any such adviser.

The Company has a Compensation Committee
consisting of three Directors, two of whom areoutside directors in compliance with the requirements
under the Companies Act.

A NYSE-listed U.S. company must generally obtainshareholder approval with respect to any equity
compensation plan.

Under the Companies Act, stock options are deemed
to be compensation for the services performed by theCompany’s Directors and Executive Officers and do
notrequireshareholders’approval.
The
Compensation Committee establishes the policy withrespect to the determination of the individualcompensation of each of the Company’s Directors
and Executive Officers (including stock options in
the form of stock acquisition rights as equity
compensation) and makes determinations inaccordance with that compensation policy.

The non-management directors of a NYSE-listed U.S.
company must meet at regularly scheduled executive
sessions without management.

Under the Companies Act, the Company is not
required to hold such executive sessions for its
outside directors.

Item 16H. Mine Safety Disclosure
Not applicable.

130PART III
Item 17. Financial Statements
In lieu of responding to this item, we have responded to Item 18 of this annual report.
Item 18. Financial Statements
The information required by this item is set forth in our consolidated financial statements included in thisannual report.

131

Item 19. Exhibits
Exhibit
NumberDescription

1.1

Articles of Incorporation of the registrant (English translation)

1.2

Share Handling Regulations of the registrant (English translation)

1.3

Regulations of the Board of Directors of the registrant (English translation) (filed on June 30, 2011 as an
exhibit to the Annual Report on Form 20-F (File No. 001-15270) and incorporated herein by reference)

1.4

Regulations of the Nomination Committee (English translation) (filed on June 30, 2009 as an exhibit to theAnnual Report on Form 20-F (File No. 001-15270) and incorporated herein by reference)

1.5

Regulations of the Audit Committee (English translation) (filed on June 30, 2009 as an exhibit to the Annual
Report on Form 20-F (File No. 001-15270) and incorporated herein by reference)

1.6

Regulations of the Compensation Committee (English translation) (filed on June 27, 2012 as an exhibit to theAnnual Report on Form 20-F (File No. 001-15270) and incorporated herein by reference)

2.1

Form of Deposit Agreement among the registrant, The Bank of New York Mellon as depositary and allowners and holders from time to time of American Depositary Receipts, including the form of American
Depositary Receipt (filed on April 28, 2010 as an exhibit to the Registration Statement on Form F-6 (FileNo. 333-166346) and incorporated herein by reference)

4.1

Limitation of Liability Agreement (English translation) (filed on June 30, 2011 as an exhibit to the Annual
Report on Form 20-F (File No. 001-15270) and incorporated herein by reference)(1)4.2

Limitation of Liability Agreement (filed on June 30, 2011 as an exhibit to the Annual Report on Form 20-F
(File No. 001-15270) and incorporated herein by reference)(2)4.3

Limitation of Liability Agreement (English translation)(3)4.4

Limitation of Liability Agreement(4)8.1

Subsidiaries of the registrant—See “Item 4.C. Information on the Company—Organizational Structure.”

11.1

Code of Ethics of Nomura Group (English translation) (filed on June 27, 2012 as an exhibit to the Annual
Report on Form 20-F (File No. 001-15270) and incorporated herein by reference)

12.1

Certification of the principal executive officer required by 17 C.F.R. 240. 13a-14(a)12.2

Certification of the principal financial officer required by 17 C.F.R. 240. 13a-14(a)13.1

Certification of the chief executive officer required by 18 U.S.C. Section 1350

13.2

Certification of the chief financial officer required by 18 U.S.C. Section 1350

15.1

Consent of Ernst & Young ShinNihon LLC with respect to its report on the audit of the financial statements
included in this annual report

101.INSXBRL Instance Document

101.SCHXBRL Taxonomy Extension Schema

101.CALXBRL Taxonomy Extension Calculation Linkbase

101.DEFXBRL Taxonomy Extension Definition Linkbase

101.LABXBRL Taxonomy Extension Label Linkbase

101.PREXBRL Taxonomy Extension Presentation Linkbase(1) The Company and each of Masahiro Sakane, Takao Kusakari, Tsuguoki Fujinuma and Toshinori Kanemoto entered intoa Limitation of Liability Agreement substantially in the form of this exhibit.
(2) The Company and each of Dame Clara Furse and Michael Lim Choo San entered into a Limitation of Liability
Agreement substantially in the form of this exhibit.
(3) The Company and each of Hiroshi Kimura and Hiroyuki Suzuki entered into a Limitation of Liability Agreement
substantially in the form of this exhibit.
(4) The Company and David Benson entered into a Limitation of Liability Agreement substantially in the form of this exhibit.

The Company has not included as exhibits certain instruments with respect to our long-term debt. The
amount of debt authorized under each such debt instrument does not exceed 10% or our total assets. We will
furnish a copy of any such instrument to the SEC upon request.
132

NOMURA HOLDINGS, INC.
INDEX TO THE CONSOLIDATED FINANCIAL STATEMENTS
Page

Consolidated Financial Statements of Nomura Holdings, Inc.:
Report of Independent Registered Public Accounting Firm . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

F-2

Consolidated Balance Sheets as of March 31, 2014 and 2015 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

F-4

Consolidated Statements of Income for the Years Ended March 31, 2013, 2014 and 2015 . . . . . . . . . .

F-7

Consolidated Statements of Comprehensive Income for the Years Ended March 31, 2013, 2014 and2015 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

F-8

Consolidated Statements of Changes in Equity for the Years Ended March 31, 2013, 2014 and2015 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

F-9Consolidated Statements of Cash Flows for the Years Ended March 31, 2013, 2014 and 2015 . . . . . .

F-11

Notes to the Consolidated Financial Statements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

F-13

F-1

Report of Independent Registered Public Accounting Firm
The Board of Directors and Shareholders of
Nomura Holdings, Inc.
We have audited the accompanying consolidated balance sheets of Nomura Holdings, Inc. (the “Company”) as ofMarch 31, 2014 and 2015, and the related consolidated statements of income, comprehensive income, changes inequity and cash flows for each of the three years in the period ended March 31, 2015. These financial statements
are the responsibility of the Company’s management. Our responsibility is to express an opinion on thesefinancial statements based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board(United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about
whether the financial statements are free of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing theaccounting principles used and significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the consolidated
financial position of Nomura Holdings, Inc. at March 31, 2014 and 2015, and the consolidated results of its
operations and its cash flows for each of the three years in the period ended March 31, 2015, in conformity with
U.S. generally accepted accounting principles.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board(United States), Nomura Holdings, Inc.’s internal control over financial reporting as of March 31, 2015, based on
criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring
Organizations of the Treadway Commission (2013 framework) and our report dated June 25, 2015 expressed an
unqualified opinion thereon.
/s/ Ernst & Young ShinNihon LLC
Tokyo, Japan
June 25, 2015

F-2

Report of Independent Registered Public Accounting Firm
The Board of Directors and Shareholders of
Nomura Holdings, Inc.
We have audited Nomura Holdings, Inc.’s internal control over financial reporting as of March 31, 2015, basedon criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring
Organizations of the Treadway Commission (2013 framework) (the COSO criteria). Nomura Holdings, Inc.’smanagement is responsible for maintaining effective internal control over financial reporting, and for its
assessment of the effectiveness of internal control over financial reporting included in the accompanying
Management’s Annual Report on Internal Control Over Financial Reporting. Our responsibility is to express an
opinion on the company’s internal control over financial reporting based on our audit.
We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board(United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about
whether effective internal control over financial reporting was maintained in all material respects. Our audit
included obtaining an understanding of internal control over financial reporting, assessing the risk that a material
weakness exists, testing and evaluating the design and operating effectiveness of internal control based on theassessed risk, and performing such other procedures as we considered necessary in the circumstances. We believethat our audit provides a reasonable basis for our opinion.
A company’s internal control over financial reporting is a process designed to provide reasonable assurance
regarding the reliability of financial reporting and the preparation of financial statements for external purposes inaccordance with generally accepted accounting principles. A company’s internal control over financial reporting
includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail,accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonableassurance that transactions are recorded as necessary to permit preparation of financial statements in accordancewith generally accepted accounting principles, and that receipts and expenditures of the company are being madeonly in accordance with authorizations of management and directors of the company; and (3) provide reasonableassurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of thecompany’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect
misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that
controls may become inadequate because of changes in conditions, or that the degree of compliance with thepolicies or procedures may deteriorate.
In our opinion, Nomura Holdings, Inc. maintained, in all material respects, effective internal control overfinancial reporting as of March 31, 2015, based on the COSO criteria.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board(United States), the consolidated balance sheets of Nomura Holdings, Inc. as of March 31, 2014 and 2015, andthe related consolidated statements of income, comprehensive income, changes in equity, and cash flows for eachof the three years in the period ended March 31, 2015 and our report dated June 25, 2015 expressed an
unqualified opinion thereon.
/s/ Ernst & Young ShinNihon LLC
Tokyo, Japan
June 25, 2015

F-3

NOMURA HOLDINGS, INC.
CONSOLIDATED BALANCE SHEETSMillions of yen
March 31
2014
2015

ASSETSCash and cash deposits:
Cash and cash equivalents . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Time deposits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deposits with stock exchanges and other segregated cash . . . . . . . . . . . . . . . . . . . . . .

¥ 1,489,792
363,682
335,836¥ 1,315,408
328,151
453,037

Total cash and cash deposits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

2,189,310

2,096,596

1,327,875

1,461,075

64,0701,181,742(3,009)187,026
1,303,576(3,253)

Total loans and receivables . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

2,570,678

2,948,424

Collateralized agreements:
Securities purchased under agreements to resell (including ¥1,087,138 million and¥1,529,451 million measured at fair value by applying the fair value option in2014 and 2015, respectively) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Securities borrowed . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

9,617,675
7,729,326

8,481,474
8,238,046

Total collateralized agreements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

17,347,001

16,719,520

18,672,318

17,260,121

Loans and receivables:
Loans receivable (including ¥303,956 million and ¥317,218 million measured at fairvalue by applying the fair value option in 2014 and 2015, respectively) . . . . . . . .
Receivables from customers (including ¥2,180 million and ¥1,803 million measured
at fair value by applying the fair value option in 2014 and 2015, respectively) . . .
Receivables from other than customers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Allowance for doubtful accounts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Trading assets and private equity investments:
Trading assets (including securities pledged as collateral of ¥9,266,192 million and¥8,114,490 million in 2014 and 2015, respectively; including ¥9,156 million and¥8,133 million measured at fair value by applying the fair value option in 2014
and 2015, respectively) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Private equity investments (including ¥3,476 million and ¥6,539 million measured
at fair value by applying the fair value option in 2014 and 2015, respectively) . . .

41,996

48,727

18,714,314

17,308,848

408,917
1,023,746
136,740
345,434

401,069
948,180
159,755
378,278

784,174

822,566

Total other assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

2,699,011

2,709,848

Total assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥43,520,314¥41,783,236

Total trading assets and private equity investments . . . . . . . . . . . . . . . . . . . . . . .
Other assets:
Office buildings, land, equipment and facilities (net of accumulated depreciation
and amortization of ¥350,820 million and ¥383,992 million in 2014 and 2015,
respectively) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Non-trading debt securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Investments in equity securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Investments in and advances to affiliated companies . . . . . . . . . . . . . . . . . . . . . . . . . .
Other (including ¥56,976 million and ¥90,984 million measured at fair value by
applying the fair value option in 2014 and 2015, respectively) . . . . . . . . . . . . . . . .

The accompanying notes are an integral part of these consolidated financial statements.
F-4

NOMURA HOLDINGS, INC.
CONSOLIDATED BALANCE SHEETS—(Continued)
Millions of yen
March 31
2014
2015

LIABILITIES AND EQUITY
Short-term borrowings (including ¥49,279 million and ¥189,018 million measured
at fair value by applying the fair value option in 2014 and 2015, respectively) . . .
Payables and deposits:
Payables to customers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Payables to other than customers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deposits received at banks . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥602,131¥662,256

492,516
1,230,176
1,114,181

723,839
1,454,361
1,220,400

Total payables and deposits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

2,836,873

3,398,600

Collateralized financing:
Securities sold under agreements to repurchase (including ¥530,397 millionand ¥982,567 million measured at fair value by applying the fair value
option in 2014 and 2015, respectively) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Securities loaned . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other secured borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

13,937,690
2,359,809
814,500

12,217,144
2,494,036
668,623

Total collateralized financing . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

17,111,999

15,379,803

Trading liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other liabilities (including ¥1,123 million and ¥15,786 million measured at fairvalue by applying the fair value option in 2014 and 2015, respectively) . . . . . . . .
Long-term borrowings (including ¥1,984,986 million and ¥2,578,489 million
measured at fair value by applying the fair value option in 2014 and 2015,
respectively) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

11,047,285

10,044,236

1,141,750

1,217,099

8,227,063

8,336,296

Total liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

40,967,101

39,038,290

Commitments and contingencies (Note 20)
Equity:Nomura Holdings, Inc. (“NHI”) shareholders’ equity:
Common stock
No par value shares;
Authorized—6,000,000,000 shares in 2014 and 2015
Issued—3,822,562,601 shares in 2014 and 2015
Outstanding—3,717,630,462 shares in 2014 and 3,598,865,213 shares in2015 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Additional paid-in capital . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Retained earnings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accumulated other comprehensive income (loss) . . . . . . . . . . . . . . . . . . . . . . . . . . .

594,493683,638
1,287,003
20,636594,493
683,407
1,437,940
143,739

Total NHI shareholder’s equity before treasury stock . . . . . . . . . . . . . . . .
Common stock held in treasury, at cost—104,932,139 shares in 2014 and223,697,388 shares in 2015 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

2,585,770

2,859,579(72,090)(151,805)

Total NHI shareholders’ equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

2,513,680

2,707,774

Noncontrolling interests . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

39,5332,553,213

37,1722,744,946

Total liabilities and equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥43,520,314¥41,783,236

The accompanying notes are an integral part of these consolidated financial statements.
F-5

The following table presents the classification of consolidated variable interest entities’ (“VIEs”) assets andliabilities included in the consolidated balance sheets above. The assets of a consolidated VIE may only be used
to settle obligations of that VIE. Creditors do not have any recourse to Nomura beyond the assets held in the
VIEs. See Note 6 “Securitizations and Variable Interest Entities” for further information.
Billions of yen
March 312014
2015

Cash and cash deposits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥ 18 ¥9
Trading assets and private equity investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
751
1,008
Other assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
114
40
Total assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥883¥1,057

Trading liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 42
27
424

¥

Total liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥493

¥ 765

The accompanying notes are an integral part of these consolidated financial statements.
F-6

12
3
750

NOMURA HOLDINGS, INC.
CONSOLIDATED STATEMENTS OF INCOME

2013

Millions of yen
Year ended March 31
2014

2015

Revenue:Commissions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fees from investment banking . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Asset management and portfolio service fees . . . . . . . . . . . . . . . . . .
Net gain on trading . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Gain on private equity investments . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest and dividends . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Gain on investments in equity securities . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 358,210
62,353
141,888367,979
8,053
394,007
38,686
708,767¥ 473,121
91,301
168,683
476,356
11,392
416,350
15,156
179,485¥ 453,401
95,083203,387
531,337
5,502
436,766
29,410175,702

Total revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

2,079,943
266,312

1,831,844
274,774

1,930,588
326,412

Net revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

1,813,631

1,557,070

1,604,176

Non-interest expenses:
Compensation and benefits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Commissions and floor brokerage . . . . . . . . . . . . . . . . . . . . . . . . . .
Information processing and communications . . . . . . . . . . . . . . . . . .
Occupancy and related depreciation . . . . . . . . . . . . . . . . . . . . . . . . .
Business development expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

547,591
91,388
179,904
91,54549,010616,463

570,058
111,849
192,168
80,14238,485
202,754596,593
129,977
192,300
76,11235,230227,205

Total non-interest expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . .

1,575,901

1,195,456

1,257,417

Income before income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

237,730

361,614346,759

Income tax expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

132,039

145,165

120,780

Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 105,691¥ 216,449¥ 225,979

Less: Net income (loss) attributable to noncontrolling interests . . . . . . . .

(1,543)

2,858

1,194

Net income attributable to NHI shareholders . . . . . . . . . . . . . . . . . . . . . .

¥ 107,234¥ 213,591¥ 224,785

Yen

Per share of common stock:
Basic— . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net income attributable to NHI shareholders per share . . . . . . . . . .

¥

29.04

¥

57.57

¥

61.66

Diluted— . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net income attributable to NHI shareholders per share . . . . . . . . . .

¥

28.37

¥

55.81

¥

60.03

The accompanying notes are an integral part of these consolidated financial statements.
F-7

NOMURA HOLDINGS, INC.
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
Millions of yen
Year ended March 31
2013
2014
2015

Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥105,691 ¥216,449 ¥225,979
Other comprehensive income:Change in cumulative translation adjustments, net of tax . . . . . . . . . . . . .
74,301
68,090110,487
Defined benefit pension plans:
Pension liability adjustment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
8,702
15,093
5,259
Deferred income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(3,007)(5,384)(1,854)
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

5,695

9,709

3,405

Non-trading securities:
Net unrealized gain on non-trading securities . . . . . . . . . . . . . . . . . .
Deferred income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

17,283(4,650)3,358(1,109)27,643(8,681)

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

12,633

2,249

18,962

Total other comprehensive income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

92,62980,048132,854

Comprehensive income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Less: Comprehensive income attributable to noncontrolling interests . . . . . . .

198,320
3,332

296,497
4,875

358,833
10,945Comprehensive income attributable to NHI shareholders . . . . . . . . . . . . . . . . .

¥194,988¥291,622¥347,888

The accompanying notes are an integral part of these consolidated financial statements.
F-8

NOMURA HOLDINGS, INC.
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

2013

Millions of yen
Year ended March 31
2014

2015

Common stock
Balance at beginning of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 594,493¥ 594,493¥ 594,493

Balance at end of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

594,493594,493594,493

Additional paid-in capital
Balance at beginning of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Gain (loss) on sales of treasury stock . . . . . . . . . . . . . . . . . . . . . . . .
Issuance and exercise of common stock options . . . . . . . . . . . . . . . .
Purchase / sale of subsidiary shares, net . . . . . . . . . . . . . . . . . . . . . .

698,771(1,798)(5,700)(9)691,264(7,647)(210)
231

683,638(2,417)
2,186—

Balance at end of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

691,264

683,638

683,407

Retained earnings
Balance at beginning of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net income attributable to NHI shareholders . . . . . . . . . . . . . . . . . .
Cash dividends . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Gain (loss) on sales of treasury stock . . . . . . . . . . . . . . . . . . . . . . . .

1,058,945
107,234(29,656)—

1,136,523
213,591(63,111)—

1,287,003
224,785(68,627)(5,221)

Balance at end of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

1,136,523

1,287,003

1,437,940

Accumulated other comprehensive income (loss)
Cumulative translation adjustments
Balance at beginning of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net change during the year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(110,652)
71,777(38,875)
66,57927,704
105,667

Balance at end of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(38,875)

27,704

133,371

Defined benefit pension plans
Balance at beginning of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Pension liability adjustment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(35,132)
6,614(28,518)
9,709(18,809)3,405

Balance at end of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(28,518)(18,809)(15,404)

Non-trading securities
Balance at beginning of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net unrealized gain on non-trading securities . . . . . . . . . . . . . . . . . .

635
9,363

9,998
1,743

11,741
14,031

Balance at end of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

9,998

11,741

25,772

Balance at end of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(57,395)

20,636

143,739

F-9

NOMURA HOLDINGS, INC.
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY—(Continued)

2013

Millions of yen
Year ended March 31
2014

2015

Common stock held in treasury
Balance at beginning of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Repurchases of common stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Sales of common stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Common stock issued to employees . . . . . . . . . . . . . . . . . . . . . . . . .
Other net change in treasury stock . . . . . . . . . . . . . . . . . . . . . . . . . .

(99,819)(7)
1
29,507(196)(70,514)(32,511)
930,127799(72,090)(104,047)3
24,226
103

Balance at end of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(70,514)(72,090)(151,805)

Total NHI shareholders’ equity
Balance at end of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

2,294,371

2,513,680

2,707,774

Noncontrolling interests
Balance at beginning of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cash dividends . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net income (loss) attributable to noncontrolling interests . . . . . . . .
Accumulated other comprehensive income (loss) attributable tononcontrolling interests
Cumulative translation adjustments . . . . . . . . . . . . . . . . . . . . .
Pension liability adjustment . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net unrealized gain on non-trading securities . . . . . . . . . . . . . .
Purchase / sale of subsidiary shares, net . . . . . . . . . . . . . . . . . . . . . .
Other net change in noncontrolling interests . . . . . . . . . . . . . . . . . .

281,896(3,422)(1,543)

24,612(40)
2,858

39,533
(39)
1,194

2,524
(919)
3,270
(247,782)(9,412)

1,511
—
506
341
9,745

4,820
—
4,931
4,889
(18,156)

Balance at end of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

24,61239,53337,172

Total equity
Balance at end of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥2,318,983¥2,553,213¥2,744,946

The accompanying notes are an integral part of these consolidated financial statements.
F-10

NOMURA HOLDINGS, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWSMillions of yen
Year ended March 31
2013
2014
2015
Cash flows from operating activities:
Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Depreciation and amortization . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Stock option expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Gain on investments in equity securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Equity in earnings of affiliates, net of dividends received . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Loss on disposal of office buildings, land, equipment and facilities . . . . . . . . . . . . . . . . . . . .
Deferred income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Changes in operating assets and liabilities:
Time deposits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deposits with stock exchanges and other segregated cash . . . . . . . . . . . . . . . . . . . . . . . . .
Trading assets and private equity investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Trading liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Securities purchased under agreements to resell, net of securities sold under agreements
to repurchase . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Securities borrowed, net of securities loaned . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other secured borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Loans and receivables, net of allowance for doubtful accounts . . . . . . . . . . . . . . . . . . . . .
Payables . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Bonus accrual . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accrued income taxes, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥105,691¥

216,449¥

225,979

91,493
21,955(38,686)(13,003)
17,641
53,957

79,46821,091(15,156)(29,499)
8,360
117,061

78,882
19,364(29,410)(34,772)
9,690
26,489137,526(9,461)(1,448,489)
248,019274,593(42,403)(485,673)
2,007,807

38,341(66,122)
2,917,895(1,731,133)

1,375,929
863,511(84,444)(238,318)(305,672)
31,41550,019(309,582)(183,884)(1,604,469)
7,992
217,397
278,325
16,356(87,933)(338,456)(1,251,323)(221,295)(145,877)(92,713)
236,029(3,659)59,931(113,324)

Net cash provided by (used in) operating activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

549,501

457,426(77,028)

Cash flows from investing activities:
Payments for purchases of office buildings, land, equipment and facilities . . . . . . . . . . . . . . . .
Proceeds from sales of office buildings, land, equipment and facilities . . . . . . . . . . . . . . . . . . .
Payments for purchases of investments in equity securities . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Proceeds from sales of investments in equity securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Decrease (increase) in loans receivable at banks, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Decrease (increase) in non-trading debt securities, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Business combinations or disposals, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Decrease (increase) in investments in affiliated companies, net . . . . . . . . . . . . . . . . . . . . . . . . .
Other, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(271,975)
147,653(319)
3,741
22,189(54,237)(5,919)(1,391)(228)(214,336)
176,680(4,799)
6,945(10,972)(103,187)—
43,2983,176(209,468)
159,480(354)
6,977(49,192)
109,761(7,308)2,212
229

Net cash provided by (used in) investing activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(160,486)(103,195)

12,337

Cash flows from financing activities:
Increase in long-term borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Decrease in long-term borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Increase (decrease) in short-term borrowings, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Increase (decrease) in deposits received at banks, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Proceeds from sales of common stock held in treasury . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Payments for repurchases of common stock held in treasury . . . . . . . . . . . . . . . . . . . . . . . . . . .
Payments for cash dividends . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

1,930,357(2,330,509)(416,174)
129,38456(7)(14,730)

2,140,351(1,594,148)(149,437)(23,605)
682(32,511)(51,947)

2,974,115(3,167,956)
34,041
140,571387(104,047)(55,317)

Net cash provided by (used in) financing activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(701,623)

289,385(178,206)

Effect of exchange rate changes on cash and cash equivalents . . . . . . . . . . . . . . . . . . . . . . . . . . . .

47,17541,08968,513

Net increase (decrease) in cash and cash equivalents . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cash and cash equivalents at beginning of the year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(265,433)
1,070,520

684,705805,087(174,384)
1,489,792

Cash and cash equivalents at end of the year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥805,087¥ 1,489,792¥ 1,315,408

Supplemental information:
Cash paid during the year for—
Interest . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥296,643¥

303,331¥364,392

Income tax payments, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥28,063¥116,037¥

34,359F-11

Non cash activities—
Business acquisitions:
Assets acquired, excluding cash and cash equivalents, and debt assumed were ¥34,271 million and¥18,817 million, respectively, for the year ended March 31, 2015.
Business dispositions:
Assets sold, excluding cash and cash equivalents, and debt assumed by the purchaser were
¥1,488,853 million and ¥1,166,556 million, respectively, for the year ended March 31, 2013.

The accompanying notes are an integral part of these consolidated financial statements.
F-12

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
1. Summary of accounting policies:
Description of business—
Nomura Holdings, Inc. (“Company”) and its broker-dealer, banking and other financial services subsidiaries
provide investment, financing and related services to individual, institutional and government clients on a global
basis. The Company and other entities in which it has a controlling financial interest are collectively referred toas “Nomura” within these consolidated financial statements.
Nomura operates its business through various divisions based upon the nature of specific products andservices, its main client base and its management structure. Nomura reports operating results through threebusiness segments: Retail, Asset Management and Wholesale.
In its Retail segment, Nomura provides investment consultation services mainly to individual clients inJapan. In its Asset Management segment, Nomura develops and manages investment trusts, and provides
investment advisory services. In its Wholesale segment, Nomura engages in the sales and trading of debt andequity securities, derivatives, and currencies on a global basis, and provides investment banking services such as
the underwriting of debt and equity securities as well as mergers and acquisitions and financial advice.
Basis of presentation—
The accounting and financial reporting policies of the Nomura conform to accounting principles generally
accepted in the United States (“U.S. GAAP”) as applicable to broker-dealers.
These consolidated financial statements include the financial statements of the Company and other entities
in which it has a controlling financial interest. Nomura initially determines whether it has a controlling financial
interest in an entity by evaluating whether the entity is a variable interest entity (“VIE”) under Financial
Accounting Standards Board (“FASB”) Accounting Standard Codification (“ASC”) 810 “Consolidation”(“ASC 810”). VIEs are entities in which equity investors do not have the characteristics of a controlling financial
interest or which do not have sufficient equity at risk for the entity to finance its activities without additional
subordinated financial support. Nomura consolidates VIEs where Nomura is the primary beneficiary, which iswhere Nomura holds variable interests that provide power over the most significant activities of the VIE and theright to receive benefits or the obligation to absorb losses meeting a significance test, provided that Nomura is
not acting as a fiduciary for other interest holders. For certain VIEs that qualify as investment companies under
ASC 946 “Financial Services—Investment Companies” (“ASC 946”) or for which it is industry practice to apply
guidance consistent with the measurement principles in ASC 946, Nomura is the primary beneficiary when it
holds an interest that will absorb a majority of the expected losses or a majority of the expected residual returnsof the entity, or both.
For entities other than VIEs, Nomura is generally determined to have a controlling financial interest in an
entity when it owns a majority of the voting interests.
Equity investments in entities in which Nomura has significant influence over operating and financial
decisions (generally defined as a holding of 20 to 50 percent of the voting stock of a corporate entity, or at least
3 percent of a limited partnership) are accounted for under the equity method of accounting (“equity method
investments”) and reported within Other assets—Investments in and advances to affiliated companies or at fairvalue by electing the fair value option permitted by ASC 825 “Financial Instruments” (“ASC 825”) and reported
within Trading assets, Private equity investments or Other assets—Other. Other financial investments are
generally reported within Trading assets. Equity investments in which Nomura has neither control nor significant
influence are carried at fair value, with changes in fair value recognized through the consolidated statements ofincome or the consolidated statements of comprehensive income.
F-13

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Certain entities in which Nomura has a financial interest are investment companies under ASC 946. These
entities carry all of their investments at fair value, with changes in fair value recognized through the consolidated
statements of income.
The Company’s principal subsidiaries include Nomura Securities Co., Ltd. (“NSC”), Nomura Securities
International, Inc. (“NSI”), Nomura International plc (“NIP”) and Nomura Financial Products & Services, Inc.
(“NFPS”).
All material intercompany transactions and balances have been eliminated on consolidation. Certain
reclassifications of previously reported amounts have been made to conform to the current year presentation.
Use of estimates—
In presenting these consolidated financial statements, management makes estimates regarding the valuationof certain financial instruments and investments, the outcome of litigation and tax examinations, the recovery of
the carrying value of goodwill, the allowance for doubtful accounts, the realization of deferred tax assets andother matters that affect the reported amounts of assets and liabilities as well as the disclosures in these
consolidated financial statements. Estimates, by their nature, are based on judgment and available information.
Therefore, actual results may differ from estimates which could have a material impact on these consolidated
financial statements, and it is possible that such adjustments could occur in the near term.
Fair value of financial instruments—
A significant amount of Nomura’s financial assets and financial liabilities are carried at fair value, withchanges in fair value recognized through the consolidated statements of income or the consolidated statements ofcomprehensive income. Use of fair value is either specifically required under U.S. GAAP or Nomura makes anelection to use fair value for certain eligible items under the fair value option.
Other financial assets and financial liabilities are carried at fair value on a nonrecurring basis, where theprimary measurement basis is not fair value. Fair value is only used in specific circumstances after initialrecognition, such as to measure impairment.
In all cases, fair value is determined in accordance with ASC 820 “Fair Value Measurements andDisclosures” (“ASC 820”) which defines fair value as the amount that would be exchanged to sell a financial
asset or transfer a financial liability in an orderly transaction between market participants at the measurement
date. It assumes that the transaction occurs in Nomura’s principal market, or in the absence of a principal market,
the most advantageous market for the relevant financial asset or financial liability. See Note 2 “Fair value
measurements” for further information regarding how Nomura estimates fair value for specific types of financial
instruments used in the ordinary course of business.
Transfers of financial assets—
Nomura accounts for the transfer of a financial asset as a sale when Nomura relinquishes control over theasset by meeting the following conditions: (a) the asset has been isolated from the transferor (even in bankruptcy
or other receivership), (b) the transferee has the right to pledge or exchange the asset received, or if the transferee
is an entity whose sole purpose is to engage in securitization or asset-backed financing activities, if, the holdersof its beneficial interests have the right to pledge or exchange the beneficial interests held and (c) the transferor
has not maintained effective control over the transferred asset.

F-14

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
In connection with its securitization activities, Nomura utilizes special purpose entities (“SPEs”) tosecuritize commercial and residential mortgage loans, government and corporate securities and other types offinancial assets. Nomura’s involvement with SPEs includes structuring and underwriting, distributing and sellingdebt instruments and beneficial interests issued by SPEs to investors. Nomura derecognizes financial assets
transferred in securitizations provided that Nomura has relinquished control over such assets and does notconsolidate the SPE. Nomura may obtain or retain an interest in the financial assets, including residual interestsin the SPEs dependent upon prevailing market conditions. Any such interests are accounted for at fair value andreported within Trading assets in the consolidated balance sheets with the change in fair value reported within
Revenue—Net gain on trading in the consolidated statements of income.
Foreign currency translation—
The financial statements of the Company’s subsidiaries are measured using their functional currency whichis the currency of the primary economic environment in which the entity operates. All assets and liabilities ofsubsidiaries which have a functional currency other than Japanese yen are translated into Japanese yen at
exchange rates in effect at the balance sheet date; all revenue and expenses are translated at the average exchange
rates for the respective years and the resulting translation adjustments are accumulated and reported within
Accumulated other comprehensive income (loss) in NHI shareholders’ equity.
Foreign currency assets and liabilities are translated at exchange rates in effect at the balance sheet date andthe resulting translation gains or losses are credited or charged to the consolidated statements of income.
Fee revenue—
Revenue—Commissions includes amounts charged for executing brokerage transactions accrued on a tradedate basis and are included in current period earnings. Revenue—Fees from investment banking includes
securities underwriting fees and other corporate financing services fees. Underwriting fees are recorded whenservices for underwriting are completed. All other fees are recognized when the related services are performed.
Revenue—Asset management and portfolio service fees are accrued over the period that the related services areprovided or when specified performance requirements are met.
Trading assets and trading liabilities—
Trading assets and Trading liabilities primarily comprise debt securities, equity securities and derivatives
which are recognized on the consolidated balance sheets on a trade date basis and loans which are recognized on
the consolidated balance sheets on a settlement date basis. Trading assets and liabilities are carried at fair value
with changes in fair value reported within Revenue—Net gain on trading in the consolidated statements ofincome.
Collateralized agreements and collateralized financing—
Collateralized agreements consist of reverse repurchase agreements disclosed as Securities purchased underagreements to resell and securities borrowing transactions disclosed as Securities borrowed. Collateralized
financing consists of repurchase agreements disclosed as Securities sold under agreements to repurchase,
securities lending transactions disclosed as Securities loaned and certain other secured borrowings.
Reverse repurchase and repurchase agreements principally involve the buying or selling of securities underagreements with clients to resell or repurchase these securities to or from those clients, respectively. These
F-15

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
transactions are generally accounted for as collateralized agreements or collateralized financing transactions andare recognized in the consolidated balance sheets at the amount for which the securities were originally acquiredor sold. Certain reverse repurchase and repurchase agreements are carried at fair value through election of the fairvalue option. No allowance for credit losses is generally recognized against reverse repurchase agreements due tothe strict collateralization requirements.
Repurchase agreements where the maturity of the security transferred as collateral matches the maturity of
the repurchase agreement (“repurchase-to-maturity transactions”), which were previously accounted for as sales
where the criteria for derecognition of the securities transferred under ASC 860 “Transfers and Servicing”(“ASC 860”) are met, are now also accounted for as secured borrowing transactions following adoption of ASU
2014-11 “Repurchase-to-Maturity Transactions, Repurchase Financings, and Disclosures” (“ASU 2014-11”)
from January 1, 2015. See “New accounting pronouncements recently adopted” below for further information
regarding the adoption of ASU 2014-11. There were no securities derecognized from the consolidated balance
sheet under repurchase-to-maturity transactions as of March 31, 2014.
Nomura also enters into Gensaki Repo transactions which are the standard type of repurchase agreement
used in Japanese financial markets. Gensaki Repo transactions contain margin requirements, rights of security
substitution, and certain restrictions on the client’s right to sell or repledge the transferred securities. Gensaki
Repo transactions are accounted for as collateralized agreements or collateralized financing transactions and arerecognized on the consolidated balance sheets at the amount that the securities were originally acquired or sold.
Reverse repurchase agreements and repurchase agreements accounted for as collateralized agreements andcollateralized financing transactions, respectively, entered into with the same counterparty and documented undera master netting agreement are offset in the consolidated balance sheets where the specific criteria defined by
ASC 210-20 “Balance Sheet—Offsetting” (“ASC 210-20”) are met. These criteria include requirements aroundthe maturity of the transactions, the underlying systems on which the collateral is settled, associated banking
arrangements and the legal enforceability of close-out and offsetting rights under the master netting agreement.
Securities borrowing and lending transactions are generally accounted for as collateralized agreements andcollateralized financing transactions, respectively. These transactions are generally cash collateralized and arerecognized on the consolidated balance sheets at the amount of cash collateral advanced or received. No
allowance for credit losses is generally recognized against securities borrowing transactions due to the strict
collateralization requirements.
Securities borrowing and lending transactions accounted for as collateralized agreements and collateralized
financing transactions, respectively, entered into with the same counterparty and documented under a masternetting agreement are also offset in the consolidated balance sheets where the specific criteria defined by ASC
210-20 are met.
Other secured borrowings consist primarily of secured borrowings from financial institutions and central
banks in the inter-bank money market, and are recorded at contractual amounts due.
Trading balances of secured borrowings consist of liabilities related to transfers of financial assets that are
accounted for as secured financing transactions rather than sales under ASC 860 and are reported in the
consolidated balance sheets within Long-term borrowings. The fair value option is generally elected for thesetransactions, which are carried at fair value on a recurring basis. See Note 6 “Securitizations and Variable
Interest Entities” and Note 10 “Borrowings” for further information regarding these transactions.

F-16

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
All Nomura-owned securities pledged to counterparties where the counterparty has the right to sell or
repledge the securities, including collateral transferred under Gensaki Repo transactions, are reported
parenthetically within Trading assets as Securities pledged as collateral in the consolidated balance sheets.
See Note 4 “Collateralized transactions” for further information.
Derivatives—
Nomura uses a variety of derivative financial instruments, including futures, forwards, swaps and options,for both trading and non-trading purposes. All freestanding derivatives are carried at fair value in the
consolidated balance sheets and reported within Trading assets or Trading liabilities depending on whether fairvalue at the balance sheet date is positive or negative, respectively. Certain derivatives embedded in hybrid
financial instruments such as structured notes and certificates of deposit are bifurcated from the host contract andare also carried at fair value in the consolidated balance sheets and reported within Short-term borrowings orLong-term borrowings depending on the maturity of the underlying host contract.
Changes in fair value are recognized either through the consolidated statements of income or the
consolidated statements of comprehensive income depending on the purpose for which the derivatives are used.
Derivative assets and liabilities with the same counterparty documented under a master netting agreement
are offset in the consolidated balance sheets where the specific criteria defined by ASC 210-20 and ASC 815“Derivatives and Hedging” (“ASC 815”) are met. These criteria include requirements around the legal
enforceability of such close-out and offset rights under the master netting agreement. In addition, fair value
amounts recognized for the right to reclaim cash collateral (a receivable) and the obligation to return cash
collateral (a payable) are also offset against net derivative liabilities and net derivative assets, respectively, wherecertain additional criteria are met.
Trading
Derivative financial instruments used for trading purposes, including bifurcated embedded derivatives, arecarried at fair value with changes in fair value reported in the consolidated statements of income within
Revenue—Net gain on trading.
Non-trading
In addition to its trading activities, Nomura uses derivative financial instruments for other than trading
purposes such as to manage risk exposures arising from recognized assets and liabilities, forecasted transactions
and firm commitments. Certain derivatives used for non-trading purposes are formally designated as fair value
and net investment hedges under ASC 815.
Nomura designates certain derivative financial instruments as fair value hedges of interest rate risk andforeign exchange risk arising from specific financial liabilities and foreign currency denominated non-trading
debt securities, respectively. These derivatives are effective in reducing the risk associated with the exposure
being hedged and they are highly correlated with changes in the fair value of the underlying hedged item, both atinception and throughout the life of the hedge contract. Changes in fair value of the hedging derivatives arereported together with those of the hedged financial liabilities through the consolidated statements of income
within Interest expense and Revenue—Other, respectively.

F-17

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Derivative financial instruments designated as hedges of the net investment in foreign operations are linked
to specific subsidiaries with non-Japanese yen functional currencies. When determining the effectiveness of net
investment hedges, the effective portion of the change in fair value of the hedging derivative is determined bychanges in spot exchange rates and is reported through NHI shareholders’ equity within Accumulated othercomprehensive income (loss). The change in fair value of the hedging derivatives attributable to changes in the
difference between the forward rate and spot rate is excluded from the measure of hedge effectiveness and isreported in the consolidated statements of income within Revenue—Other.
See Note 3 “Derivative instruments and hedging activities” for further information.
Loans receivable—
Loans receivable are loans which management intends to hold for the foreseeable future. Loans receivable
are either carried at fair value or at amortized cost. Interest earned on loans receivable is generally reported in the
consolidated statements of income within Revenue—Interest and dividends.
Loans receivable carried at fair value
Certain loans which are risk managed on a fair value basis are carried at fair value through election of thefair value option. Nomura makes this election to mitigate volatility in the consolidated statements of income
caused by the difference in measurement basis that would otherwise exist between the loans and the derivatives
used to risk manage those loans. Changes in the fair value of loans receivable carried at fair value are reported in
the consolidated statements of income within Revenue—Net gain on trading.
Loans receivable carried at amortized cost
Loans receivable which are not carried at fair value are carried at amortized cost. Amortized cost represents
cost adjusted for deferred fees and direct costs, unamortized premiums or discounts on purchased loans and after
deducting any applicable allowance for credit losses.
Loan origination fees, net of direct origination costs, are amortized to Revenue—Interest and dividends as an
adjustment to yield over the life of the loan. Net unamortized deferred fees and costs were ¥808 million and¥536 million as of March 31, 2014 and March 31, 2015, respectively.
See Note 7 “Financing receivables” for further information.
Other receivables—
Receivables from customers include amounts receivable on client securities transactions and Receivablesfrom other than customers include amounts receivable for securities failed to deliver, margin deposits, cash
collateral receivables for derivative transactions, receivables for commissions, and net receivables arising fromunsettled securities transactions. The net receivable arising from unsettled securities transactions reported within
Receivables from other than customers was ¥349,573 million and ¥315,708 million as of March 31, 2014 andMarch 31, 2015, respectively.
These amounts are carried at contractual amounts due less any applicable allowance for credit losses whichreflects management’s best estimate of probable losses incurred within these receivables which have been
specifically identified as impaired. The allowance for credit losses is reported in the consolidated balance sheets
within Allowance for doubtful accounts.
F-18

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Loan commitments—
Unfunded loan commitments written by Nomura are accounted for as either off-balance sheet instruments,
or are carried at fair value on a recurring basis either as trading instruments or through election of the fair value
option.
These loan commitments are generally accounted for in a manner consistent with the accounting for the loan
receivable upon funding. Where the loan receivable will be classified as a trading asset or will be elected for thefair value option, the loan commitment is also generally held at fair value, with changes in fair value reported in
the consolidated statements of income within Revenue—Net gain on trading. Loan commitment fees arerecognized as part of the fair value of the commitment.
For loan commitments where the loan will be held for the foreseeable future, Nomura recognizes anallowance for credit losses which is reported within Other liabilities—other in the consolidated balance sheets
which reflects management’s best estimate of probable losses incurred within the loan commitments which havebeen specifically identified as impaired. Loan commitment fees are generally deferred and recognized over theterm of the loan when funded as an adjustment to yield. If drawdown of the loan commitment is consideredremote, loan commitment fees are recognized over the commitment period as service revenue.
Payables and deposits—
Payables to customers include amounts payable on client securities transactions and are generally measured
at contractual amounts due.
Payables to other than customers include payables to brokers and dealers for securities failed to receive, cash
collateral payable for derivative transactions, certain collateralized agreements and financing transactions and net
payables arising from unsettled securities transactions. Amounts are measured at contractual amounts due.
Deposits received at banks represent amounts held on deposit within Nomura’s banking subsidiaries and aremeasured at contractual amounts due.
Office buildings, land, equipment and facilities—
Office buildings, land, equipment and facilities, held for use by Nomura are stated at cost, net ofaccumulated depreciation and amortization, except for land, which is stated at cost. Significant renewals andadditions are capitalized at cost. Maintenance, repairs and minor renewals are expensed as incurred in the
consolidated statements of income.
The following table presents a breakdown of Office buildings, land, equipment and facilities as of March 31,
2014 and 2015.
Millions of yen
March 312014
2015

Land . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Office buildings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Equipment and facilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Software . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Construction in progress . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
F-19¥ 94,991
109,052
48,101
156,71756¥408,917¥ 91,055
105,043
46,186
158,348437¥401,069

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Depreciation and amortization charges of assets which are owned by Nomura are generally computed using
the straight-line method and recognized over the estimated useful lives of each asset. Depreciation charges ofassets which are leased by Nomura under agreements which are classified as capital leases under ASC 840“Leases” (“ASC 840”) are generally recognized over the term of the lease. The estimated useful life of an asset
takes into consideration technological change, normal deterioration and actual physical usage by Nomura.
Leasehold improvements are depreciated over the shorter of their useful life and the term of the lease.
The estimated useful lives for significant asset classes are as follows:
Office buildings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Equipment and facilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Software . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

5 to 50 years
2 to 20 years
Up to 5 years

Depreciation and amortization charges of both owned and capital lease assets are reported within Noninterest expenses—Information processing and communications in the amount of ¥55,992 million, ¥57,173
million, ¥59,153 million, and in Non-interest expenses—Occupancy and related depreciation in the amount of¥35,501 million, and ¥22,295 million, and ¥19,729 million for the years ended March 31, 2013, 2014 and 2015,
respectively.
Leases that involve real estate are classified as either operating or capital leases in accordance with
ASC 840. Rent expense relating to operating leases is recognized over the lease term on a straight-line basis. If
the lease is classified as a capital lease, Nomura recognizes the real estate as an asset on the consolidated balance
sheets together with a lease obligation. The real estate is initially recognized at the lower of its fair value or
present value of minimum lease payments, and subsequently depreciated over its useful life on a straight-line
basis. Where Nomura has certain involvement in the construction of real estate subject to a lease, Nomura isdeemed the owner of the construction project and recognizes the real estate on the consolidated balance sheets
until construction is completed. At the end of the construction period the real estate is either derecognized orcontinues to be recognized on the consolidated balance sheets in accordance with ASC 840, depending on theextent of Nomura’s continued involvement with the real estate.
Long-lived assets, excluding goodwill and indefinite-lived intangible assets, are reviewed for impairment
whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. If theestimated future undiscounted cash flows generated by the asset is less than the carrying amount of the asset, aloss is recognized to the extent that the carrying value exceeds its fair value.
Nomura recognized impairment charges of ¥5,455 million and ¥1,246 million primarily related to writedowns of software, office buildings, land, equipment, facilities, and other assets for the years ended March 31,
2013 and 2014, respectively. The amount of impairment charges for the year ended March 31, 2015 was not
significant. These losses are reported in the consolidated statements of income within Non-interest expenses—
Other and within Other in Nomura’s segment reporting. The revised carrying values of these assets were basedon the estimated fair value of the assets.
Investments in equity securities—
Nomura holds minority stakes in the equity securities of unaffiliated Japanese financial institutions andcorporations in order to promote existing and potential business relationships. These companies often have
similar investments in Nomura. Such cross-holdings are a customary business practice in Japan and provide away for companies to manage shareholder relationships.
F-20

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
These investments, which Nomura refers to as being held for operating purposes, are carried at fair value
and reported within Other assets—Investments in equity securities in the consolidated balance sheets, withchanges in fair value reported within Revenue—Gain on investments in equity securities in the consolidated
statements of income. These investments comprise listed and unlisted equity securities in the amounts of¥98,736 million and ¥38,004 million, respectively, as of March 31, 2014 and ¥121,901 million and¥37,854 million, respectively, as of March 31, 2015.
Other non-trading debt and equity securities—
Certain non-trading subsidiaries within Nomura, including an insurance subsidiary, hold debt securities andminority stakes in equity securities for non-trading purposes. Non-trading securities held by non-trading
subsidiaries are carried at fair value and reported within Other assets—Non-trading debt securities and Other
assets—Other in the consolidated balance sheets with changes in fair value reported within Revenue—Other inthe consolidated statements of income. Non-trading securities held by the insurance subsidiary are also carried atfair value within Other assets—Non-trading debt securities and Other assets—Other in the consolidated balance
sheets with unrealized changes in fair value generally reported net-of-tax within Other comprehensive income(loss) in the consolidated statements of comprehensive income. Changes in fair value of non-trading debt
securities designated as foreign currency fair value hedges attributable to the risk being hedged are reported
within Revenue—Other in the consolidated statements of income with other unrealized changes in fair value
reported net-of-tax within Other comprehensive income (loss). Realized gains and losses on non-trading
securities are reported within Revenue—Other in the consolidated statements of income.
Where the fair value of non-trading securities held by Nomura’s insurance subsidiary has declined below
amortized cost, the securities are assessed to determine whether the decline in fair value is other-than-temporary
in nature. Nomura considers quantitative and qualitative factors including the length of time and extent to which
fair value has been less than amortized cost, the financial condition and near-term prospects of the issuer and
Nomura’s intent and ability to hold the securities for a period of time sufficient to allow for any anticipated
recovery in fair value. If an other-than-temporary impairment loss exists, for equity securities, the security is
written down to fair value, with the entire difference between fair value and amortized cost reported within
Revenue—Other in the consolidated statements of income. For debt securities, an other-than-temporary
impairment loss is also reported within Revenue—Other in the consolidated statements of income if Nomura
intends to sell the debt security or it is more likely than not that Nomura will be required to sell the debt security
before recovery of amortized cost. If Nomura does not intend to sell the debt security and it is not more likely
than not that Nomura will be required to sell the debt security, only the credit loss component of an other-thantemporary impairment loss is reported in the consolidated statements of income and any non-credit loss
component reported within Other comprehensive income (loss) in the consolidated statements of comprehensive
income.
See Note 5 “Non-trading securities” for further information.
Short-term and long-term borrowings—
Short-term borrowings are defined as borrowings which are due on demand, which have a contractual
maturity of one year or less at issuance date, or which have a longer contractual maturity but which containfeatures outside of Nomura’s control that allows the investor to demand redemption within one year fromoriginal issuance date. Short-term and long-term borrowings primarily consist of commercial paper, bankborrowings, and certain structured notes issued by Nomura and SPEs consolidated by Nomura, and financial
liabilities recognized in transfers of financial assets which are accounted for as financings rather than sales under
F-21

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
ASC 860 (“secured financing transactions”). Of these financial liabilities, certain structured notes and secured
financing transactions are accounted for at fair value on a recurring basis through election of the fair value
option. Other short and long-term borrowings are carried at amortized cost.
Structured notes are debt securities which contain embedded features (often meeting the accounting
definition of a derivative) that alter the return to the investor from simply receiving a fixed or floating rate ofinterest to a return that depends upon some other variable(s) such as an equity or equity index, commodity price,foreign exchange rate, credit rating of a third party or more complex interest rate calculation.
All structured notes issued by Nomura on or after April 1, 2008 are carried at fair value on a recurring basis
through election of the fair value option. This blanket election for structured notes is made primarily to mitigate
the volatility in the consolidated statements of income caused by differences in the measurement basis forstructured notes and the derivatives used to risk manage those positions and to generally simplify the accounting
Nomura applies to these financial instruments.
Certain structured notes issued prior to April 1, 2008 were already measured at fair value but others
continue to be accounted for by Nomura by bifurcating the embedded derivative from the associated debt hostcontract. The embedded derivative is accounted for at fair value and the debt host contract is accounted for atamortized cost.
Changes in the fair value of structured notes elected for the fair value option and bifurcated embedded
derivatives are reported within Revenue—Net gain on trading in the consolidated statements of income.
See Note 10 “Borrowings” for further information.
Income taxes—
Deferred tax assets and liabilities are recognized to reflect the expected future tax consequences of operating
loss carryforwards, tax credit carryforwards and temporary differences between the carrying amounts forfinancial reporting purposes and the tax bases of assets and liabilities based upon enacted tax laws and tax rates.
Nomura recognizes deferred tax assets to the extent it believes that it is more likely than not that a benefit will be
realized. A valuation allowance is established against deferred tax assets for tax benefits available to Nomura thatare not deemed more likely than not to be realized.
Deferred tax assets and deferred tax liabilities that relate to the same tax-paying component within aparticular tax jurisdiction are offset in the consolidated balance sheets. Net deferred tax assets and net deferred
tax liabilities are reported within Other assets—Other and Other liabilities in the consolidated balance sheets.
Nomura recognizes and measures unrecognized tax benefits based on Nomura’s estimate of the likelihood, basedon technical merits, that tax positions will be sustained upon examination based on the facts and circumstances andinformation available at the end of each period. Nomura adjusts the level of unrecognized tax benefits when there ismore information available, or when an event occurs requiring a change. The reassessment of unrecognized tax
benefits could have a material impact on Nomura’s effective tax rate in the period in which it occurs.
Nomura recognizes income tax-related interest and penalties within Income tax expense in the consolidated
statements of income.
See Note 15 “Income taxes” for further information.
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NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Stock-based and other compensation awards—
Stock-based awards issued by Nomura to senior management and other employees are classified as either
equity or liability awards depending on the terms of the award.
Stock-based awards such as Stock Acquisition Rights (“SARs”) which are expected to be settled by thedelivery of the Company’s common stock are classified as equity awards. For these awards, total compensation
cost is generally fixed at the grant date and measured using the grant-date fair value of the award, net of any
amount the employee is obligated to pay and estimated forfeitures.
Stock-based awards such as Notional Stock Units (“NSUs”) and Collared Notional Stock Units (“CSUs”)
which are expected to be settled in cash are classified as liability awards. Other awards such as Notional Index
Units (“NIUs”) which are linked to a world stock index quoted by Morgan Stanley Capital International andwhich are expected to be cash settled are also effectively classified as liability awards. Liability awards are
remeasured to fair value at each balance sheet date, net of estimated forfeitures with the final measurement of
cumulative compensation cost equal to the settlement amount.
Multi-year Performance Deferral (“MYPD”) awards which contain performance conditions and are
expected to result in the issuance of SARs or NSUs are classified as equity or liability awards, respectively.
For both equity and liability awards, fair value is determined either by using option pricing models, themarket price of the Company’s common stock or the price of the third party index, as appropriate. Compensation
cost is recognized in the consolidated statements of income over the requisite service period, which generally isequal to the contractual vesting period. For MYPD awards with performance conditions, compensation expense
is also recognized over the requisite service period to the extent it is probable that the performance conditions
will be met. Where an award has graded vesting, compensation expense is recognized using the accelerated
recognition method.
Certain new deferred awards granted since May 2013 include “Full Career Retirement” provisions which
permit recipients of the awards to continue to vest in the awards upon voluntary termination if certain criteria
based on corporate title and length of service within Nomura are met. The requisite service period for theseawards ends on the earlier of the contractual vesting date and the date that the recipients become eligible for Full
Career Retirement.
See Note 13 “Deferred compensation plans” for further information.
Earnings per share—
The computation of basic earnings per share is based on the weighted average number of shares outstanding
during the year. Diluted earnings per share reflects the assumed conversion of all dilutive securities based on themost advantageous conversion rate or exercise price available to the investors, and assuming conversion of
convertible debt under the if-converted method.
See Note 11 “Earnings per share” for further information.
Cash and cash equivalents—
Nomura defines cash and cash equivalents as cash on hand and demand deposits with banks.

F-23

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Goodwill and intangible assets—
Goodwill is recognized upon completion of a business combination as the difference between the purchaseprice and the fair value of the net assets acquired. Subsequent to initial recognition, goodwill is not amortized but
is tested for impairment at a reporting unit level during the fourth quarter of each fiscal year, or more frequently
during earlier interim periods if events or circumstances indicate there may be impairment. Nomura’s reporting
units are at one level below its business segments.
Nomura tests goodwill of each separate reporting unit by initially qualitatively assessing whether events andcircumstances indicate that it is more likely than not (i.e. greater than 50%) that a reporting unit’s fair value isless than its carrying amount. If such assessment indicates fair value is not less than the carrying value, thereporting unit is deemed not to be impaired and no further analysis is required. If it is more likely than not thatthe fair value of the reporting unit is below its carrying value, a quantitative two-step impairment test is thenperformed.
In the first step, the current estimated fair value of the reporting unit is compared with its carrying value,
including goodwill. If the fair value is less than the carrying value, then a second step is performed. In the second
step, the implied current fair value of the reporting unit’s goodwill is determined by comparing the fair value ofthe reporting unit to the fair value of the net assets of the reporting unit, as if the reporting unit were being
acquired in a business combination. An impairment loss is recognized if the carrying value of goodwill exceeds
its implied current fair value.
Intangible assets not subject to amortization (“indefinite-lived intangible assets”) are tested for impairment
on an individual asset basis during the fourth quarter of each fiscal year, or more frequently during earlier interim
periods if events or circumstances indicate there may be impairment. Similar to goodwill, Nomura tests anindefinite-lived intangible asset by initially qualitatively assessing whether events or circumstances indicate that
it is more likely than not that the fair value of the intangible asset is less than its carrying amount. If suchassessment indicates fair value is not less than the carrying value, the intangible asset is deemed not to be
impaired and no further analysis is required. If it is more likely than not that the fair value of the intangible asset
is below its carrying value, the current estimated fair value of the intangible asset is compared with its carrying
value. An impairment loss is recognized if the carrying value of the intangible asset exceeds its estimated fairvalue.
Intangible assets with finite lives (“finite-lived intangible assets”) are amortized over their estimated useful
lives and tested for impairment either individually or with other assets (“asset group”) when events andcircumstances indicate that the carrying value of the intangible asset (or asset group) may not be recoverable.
A finite-lived intangible asset is impaired when its carrying amount or the carrying amount of the asset
group exceeds its fair value. An impairment loss is recognized only if the carrying amount of the intangible asset(or asset group) is not recoverable and exceeds its fair value.
For both goodwill and intangible assets, to the extent an impairment loss is recognized, the loss establishes a
new cost basis for the asset which cannot be subsequently reversed.
See Note 9 “Other assets—Other/Other liabilities” for further information.
Nomura’s equity method investments are tested in their entirety for other-than-temporary impairment when
there is an indication of impairment. The underlying assets associated with the equity method investments,
including goodwill, are not tested separately for impairment.
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NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Restructuring costs—
Costs associated with an exit activity are recognized at fair value in the period in which the liability is
incurred. Such costs include one-time termination benefits provided to employees, costs to terminate certain
contracts and costs to relocate employees. Termination benefits provided to employees as part of ongoing benefit
arrangements are recognized as liabilities at the earlier of the date an appropriately detailed restructuring plan isapproved by regional executive management or the terms of the involuntary terminations are communicated to
employees potentially affected. Contractual termination benefits included in an employee’s contract of
employment that is triggered by the occurrence of a specific event are recognized during the period in which it isprobable that Nomura has incurred a liability and the amount of the liability can be reasonably estimated. A onetime termination benefit is established by a plan of termination that applies to a specified termination event and isrecognized when an appropriately detailed restructuring plan is approved by regional executive management andthe terms of the involuntary terminations are communicated to those employees potentially affected by the
restructuring.
See Note 14 “Restructuring initiatives” for further information.
Employee benefit plans—
Nomura provides certain eligible employees with various benefit plans, including pensions and other postretirement benefits. These benefit plans are classified as either defined benefit plans or defined contributionplans.
Plan assets and benefit obligations, as well as the net periodic benefit cost of a defined benefit pension or
post-retirement benefit plan, are recognized based on various actuarial assumptions such as discount rates,
expected return on plan assets and future compensation levels at the balance sheet date. Actuarial gains andlosses in excess of 10% of the greater of the benefit obligation or the fair value of plan assets and unrecognizedprior service costs or credits are amortized to net periodic benefit cost on a straight-line basis over the averageremaining service life of active employees expected to receive benefits. The overfunded or underfunded status ofa plan is reported within Other assets—Other or Other liabilities in the consolidated balance sheets, and changes
in funded status are reflected in net periodic benefit cost and Other comprehensive income (loss) on a net-of-tax
basis in the consolidated statements of comprehensive income.
The net periodic pension and other benefit cost of defined contribution plans is recognized within
Compensation and benefits in the consolidated statements of income when the employee renders service to
Nomura, which generally coincides with when contributions to the plan are made.
See Note 12 “Employee benefit plans” for further information.
New accounting pronouncements adopted during the current year—
The following new accounting pronouncements relevant to Nomura have been adopted during the year
ended March 31, 2015:
Release of cumulative translation adjustment amounts
In March 2013, the FASB issued amendments changes to ASC 810-10 “Consolidation—Overall” (“ASC810-10”) and ASC 830-30 “Foreign Currency Matters—Translation of Financial Statements” (“ASC 830-30”)
through issuance of ASU 2013-05 “Parent’s Accounting for the Cumulative Translation Adjustment upon
F-25

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Derecognition of Certain Subsidiaries or Groups of Assets within a Foreign Entity or of an Investment in a
Foreign Entity” (“ASU 2013-05”). The amendments resolve diversity in practice about whether guidance in ASC
810-10 or ASC 830-30 applies to the release of cumulative translation adjustment amounts into earnings when aparent sells part or all of its investment in a foreign entity (or no longer holds a controlling financial interest in a
subsidiary).
ASU 2013-05 is effective for fiscal years, and interim periods within those years, beginning after
December 15, 2013 with early adoption permitted.
Nomura adopted ASU 2013-05 from April 1, 2014 and these amendments have not had a material impact onthese consolidated financial statements.
Investment companies
In June 2013, the FASB issued amendments to ASC 946 through issuance of ASU 2013-08 “Amendments to
the Scope, Measurement, and Disclosure Requirements” (“ASU 2013-08”). ASU 2013-08 modifies the guidance
under ASC 946 for determining whether an entity is an investment company, which is an entity that is required tomeasure its investments at fair value, including controlling financial interests in investees that are not investmentcompanies. ASU 2013-08 also requires an investment company to measure noncontrolling ownership interests inother investment companies at fair value rather than using the equity method of accounting, and introduces
certain new disclosure requirements, including information about financial support provided, or contractuallyrequired to be provided, by an investment company to any of its investees.
ASU 2013-08 is effective for fiscal years, and interim periods within those years, beginning after
December 15, 2013 with early adoption prohibited.
Nomura adopted ASU 2013-08 from April 1, 2014 and these amendments have not had a material impact onthese consolidated financial statements.
Income taxes
In July 2013, the FASB issued amendments to ASC 740 “Income Taxes” through issuance of ASU 2013-11“Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, ora Tax Credit Carryforward Exists” (“ASU 2013-11”). ASU 2013-11 reduces diversity in how unrecognized tax
benefits are presented when a net operating loss carryforward, similar tax loss, or a tax credit carryforward exists
by generally requiring an unrecognized tax benefit to be presented as a reduction of a deferred tax asset, unlessthese tax attributes are not available under relevant tax law to settle additional income taxes that would result
from the disallowance of a tax position.
ASU 2013-11 is effective for fiscal years, and interim periods within those years, beginning after
December 15, 2013, with early adoption permitted.
Nomura adopted ASU 2013-11 from April 1, 2014 and these amendments have not had a material impact onthese consolidated financial statements.
Repurchase agreements and similar transactions
In June 2014, the FASB issued amendments to ASC 860 through issuance of ASU 2014-11 “Repurchase-toMaturity Transactions, Repurchase Financings, and Disclosures”. These amendments change the accounting for
F-26

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
repurchase-to-maturity transactions which are repurchase agreements where the maturity of the financial assets
transferred as collateral matches the maturity of the repurchase agreement. Under ASU 2014-11, all repurchaseto-maturity transactions are now accounted for as secured borrowing transactions in the same way as most otherrepurchase agreements rather than as a sale of the transferred financial assets and a separate forward commitment
to repurchase the financial assets. The amendments also change the accounting for repurchase financing
arrangements which are transactions involving the transfer of financial assets to a counterparty executed
contemporaneously with a reverse repurchase agreement with the same counterparty. Under ASU 2014-11, all
repurchase financings are now accounted for separately, which result in secured lending accounting for thereverse repurchase agreement.
ASU 2014-11 also amends ASC 860 by introducing new disclosure requirements regarding the remaining
contractual maturity of repurchase agreements and securities lending transactions accounted for as secured
borrowings and nature of underlying financial assets transferred, as well as new disclosure requirements
regarding certain other transactions which involve the transfer of financial assets accounted for as sales andwhere Nomura, as transferor, retains substantially all of the exposure to the economic return on the transferredfinancial assets throughout the term of the transaction through an agreement entered into in contemplation of theoriginal transfer.
The amendments to the accounting treatment of repurchase-to-maturity transactions and repurchasefinancing arrangements are effective for interim or annual periods beginning after December 15, 2014 with early
adoption prohibited. As of adoption date, the accounting for all outstanding repurchase-to-maturity transactions
and repurchase financing arrangements is adjusted by means of a cumulative-effect adjustment to the balance
sheet and retained earnings.
Nomura adopted these accounting amendments from January 1, 2015 and these amendments have not had amaterial impact on these consolidated financial statements.
The new disclosure requirements regarding transfers of financial assets which are accounted for as sales andwhere the transferor retains substantially all of the exposure of the transferred financial assets are effective forinterim or annual periods beginning after December 15, 2014.
Nomura adopted these disclosure requirements from January 1, 2015. Because these amendments only
enhance disclosures around the nature of these transactions rather than change the accounting treatment, they
have not had a material impact on these consolidated financial statements. See Note 3 “Derivative instruments
and hedging activities” where these new disclosures have been provided.
The new disclosure requirements regarding the remaining contractual maturity of repurchase agreements
and securities lending transactions accounted for as secured borrowings and nature of underlying financial assets
transferred, are effective for annual periods beginning after December 15, 2014 and interim periods beginning
after March 15, 2015.
Nomura will adopt these disclosure requirements from April 1, 2015 and initially make these disclosures in
its interim consolidated financial statements for the quarter ended June 30, 2015. Because these amendments
only enhance disclosures around the nature of these transactions rather than change the accounting for repurchaseagreements and securities lending transactions, Nomura does not expect these disclosures to have a material
impact on these consolidated financial statements.

F-27

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Future accounting developments—
The following new accounting pronouncements relevant to Nomura will be adopted in future periods:
Foreclosed mortgage loans
In January 2014, the FASB issued amendments to ASC 310-40 “Receivables – Troubled Debt
Restructurings by Creditors” (“ASC 310-40”) through issuance of ASU 2014-04 “Reclassification of Residential
Real Estate Collateralized Consumer Mortgage Loans upon Foreclosure” (“ASU 2014-04”). ASU 2014-04
expands ASC 310-40 to provide guidance on when an in substance repossession or foreclosure occurs, when acreditor is considered to have received physical possession of a residential real estate property collateralizing a
consumer mortgage loan and introduces new disclosure requirements regarding foreclosed residential real estate
property held by the creditor and consumer mortgage loans currently in foreclosure proceedings.
ASU 2014-04 is effective for annual periods, and interim periods within those annual periods, beginning
after December 15, 2014 with early adoption permitted.
Nomura will adopt ASU 2014-04 from April 1, 2015 and does not expect these amendments to have amaterial impact on these consolidated financial statements.
Foreclosed government-guaranteed mortgage loans
In August 2014, the FASB issued amendments to ASC 310-40 through issuance of ASU 2014-14“Classification of Certain Government-Guaranteed Mortgage Loans upon Foreclosure” (“ASU 2014-14”). ASU
2014-14 expands ASC 310-40 to provide guidance on when a creditor should recognize a separate receivable
instead of real estate upon foreclosure of a government-guaranteed mortgage loan.
ASU 2014-14 is effective for annual periods, and interim periods within those annual periods, beginning
after December 15, 2014 with early adoption permitted and may be adopted using either a modified retrospective
approach or prospectively.
Nomura will adopt ASU 2014-14 from April 1, 2015 and does not expect these amendments to have amaterial impact on these consolidated financial statements.
Reporting discontinued operations
In April 2014, the FASB issued amendments to ASC 205 “Presentation of Financial Statements” and ASC
360 “Property, Plant and Equipment” (“ASC 360”) through issuance of ASU 2014-08, “Reporting Discontinued
Operations and Disclosures of Disposals of Components of an Entity” (“ASU 2014-08”). ASU 2014-08 changes
the criteria for discontinued operations reporting with the intention of less disposals qualifying and also
introduces new presentation and disclosure requirements.
ASU 2014-08 is effective prospectively for all disposals or expected disposals classified as held for sale that
occur within annual periods beginning on or after December 15, 2014 and interim periods within those years.
Early adoption is permitted, but only for disposals or expected disposals classified as held for sale that have notbeen reported in financial statements previously issued or available for issue.
Nomura will adopt ASU 2014-08 from April 1, 2015 and does not expect these amendments to have amaterial impact on these consolidated financial statements.
F-28

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Revenue recognition
In May 2014, the FASB issued ASC 606 “Revenue from Contracts with Customers” as well as amendments
to other pronouncements, including ASC 350 “Intangibles—Goodwill and Other”, ASC 360, and ASC 605-35“Revenue Recognition—Construction-Type and Production-Type Contracts” through issuance of ASU 2014-09“Revenue from Contracts with Customers” (“ASU 2014-09”). ASU 2014-09 replaces existing revenue
recognition guidance in ASC 605 “Revenue Recognition” and certain other industry-specific revenue recognition
guidance, and specifies the accounting for certain costs to obtain or fulfill a contract with a customer andprovides recognition and measurement guidance in relation to sales of non-financial assets. The core principle ofASU 2014-09 is to account for the transfer of goods or services to customers at an amount that reflects theconsideration to which an entity expects to be entitled in exchange for those goods or services. It provides
guidance on how to achieve this core principle, including how to identify contracts with customers and separate
performance obligations in the contract, how to determine and allocate the transaction price to such performanceobligations and how to recognize revenue when a performance obligation has been satisfied.
ASU 2014-09 is effective for annual reporting periods, and interim periods within those reporting periods,
beginning after December 15, 2016. However, in April 2015, the FASB proposed to defer the effective date toannual reporting periods beginning after December 15, 2017, with early adoption permitted for annual reporting
periods and interim periods within those reporting periods beginning after December 15, 2016. Assuming the
proposal to defer is adopted by the FASB, Nomura expects to adopt ASU 2014-09 from April 1, 2018 and iscurrently evaluating the potential impact it may have on these consolidated financial statements.
Stock compensation
In June 2014, the FASB issued amendments to ASC 718 “Compensation—Stock Compensation” (“ASC718”) through issuance of ASU 2014-12 “Accounting for Share-Based Payments When the Terms of an Award
Provide That a Performance Target Could Be Achieved after the Requisite Service Period” (“ASU 2014-12”).
ASU 2014-12 requires a performance target that affects vesting and that could be achieved after the requisite
service period be accounted for as a performance condition based on the existing guidance in ASC 718 rather
than as a nonvesting condition that affects the grant-date fair value of the award.
ASU 2014-12 is effective for annual periods, and interim periods within those annual periods, beginning
after December 15, 2015 with early adoption permitted. ASU 2014-12 may be applied either by prospectively or
retrospectively.
Nomura currently plans to adopt ASU 2014-12 from April 1, 2016 and does not expect these amendments tohave a material impact on these consolidated financial statements.
Collateralized financing entities
In August 2014, the FASB issued amendments to ASC 810 through issuance of ASU 2014-13 “Measuring
the Financial Assets and the Financial Liabilities of a Consolidated Collateralized Financing Entity” (“ASU2014-13”) which provides an alternative to ASC 820 for measuring the fair value of financial assets and thefinancial liabilities of a consolidated variable interest entity which meet the definition of a collateralized
financing entity.
When the measurement alternative of ASU 2014-13 is elected, both the financial assets and financial
liabilities of a consolidated collateralized financing entity are measured using whichever fair value measurement
is more observable, in order to eliminate differences that may arise when the fair value of financial assets andfinancial liabilities is determined separately.
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NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
ASU 2014-13 is effective for annual periods, and interim periods within those annual periods, beginning
after December 15, 2015 with early adoption permitted.
Nomura currently plans to adopt ASU 2014-13 from April 1, 2016 and is currently evaluating the potential
impact these amendments may have on these consolidated financial statements.
Consolidation
In February 2015, the FASB issued amendments to ASC 810 through issuance of ASU 2015-02“Amendments to the Consolidation Analysis” (“ASU 2015-02”) which aims to simplify the existing complex
guidance within ASC 810 for determining whether certain legal entities such as limited partnerships and similar
entities should be consolidated. In particular, ASU 2015-02:•

Rescinds the indefinite deferral of FASB Statement No. 167 “Amendments to FASB Interpretation
No. 46(R)” introduced by ASU 2010-10 “Amendments for Certain Investment Funds” applied to certain
investment companies, money market funds, qualifying real estate funds and similar entities;•

Provides an exception from consolidation for certain registered money market funds and similar entities;•

Modifies the evaluation of whether limited partnerships and similar legal entities are variable interest
entities or voting interest entities under ASC 810;•

Modifies how fee arrangements and related party relationships should be considered in determining
whether a variable interest entity should be consolidated; and•Introduces new disclosure requirements regarding financial support arrangements with certain registeredmoney market funds and similar entities to which the exception from consolidation has been applied.

ASU 2015-02 is effective for fiscal years, and for interim periods within those fiscal years, beginning after
December 15, 2015 with early adoption permitted, including adoption in an interim period.
Nomura currently plans to adopt ASU 2015-02 from April 1, 2016 and is currently evaluating the potential
impact these amendments may have on these consolidated financial statements.
Presentation of debt issuance costs
In April 2015, the FASB issued amendments to ASC 835-30 “Interest–Imputation of Interest” (“ASC 83530”) through issuance of ASU 2015-03 “Simplifying the Presentation of Debt Issuance Costs” (“ASU 2015-03”).
ASU 2015-03 requires that debt issuance costs related to a recognized debt liability, which are currently
presented as a separate asset under ASC 835-30, be presented as a direct deduction from the carrying amount ofthat debt liability, consistent with debt discounts.
ASU 2015-03 is effective for fiscal years, and for interim periods within those fiscal years, beginning after
December 15, 2015 with early adoption permitted.
Nomura currently plans to adopt ASU 2015-03 from April 1, 2016 and does not expect these amendments tohave a material impact on these consolidated financial statements.
Customers’ accounting for fees paid in a cloud computing arrangement
In April 2015, the FASB issued amendments to ASC 350-40 “Intangibles—Goodwill and Other—InternalUse Software” through issuance of ASU 2015-05 “Customer’s Accounting for Fees Paid in a Cloud Computing
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NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Arrangement” (“ASU 2015-05”). ASU 2015-05 provides guidance on determining whether cloud computing
arrangements, namely where software, platforms, infrastructure or similar hosting arrangements are provided bya third party, contain a software license that should be accounted for in the same way as the acquisition of othersoftware licenses.
ASU 2015-05 is effective for fiscal years, and interim periods within those years, beginning after
December 15, 2015 with early adoption permitted.
Nomura currently plans to adopt ASU 2015-05 from April 1, 2016 and does not expect these amendments tohave a material impact on these consolidated financial statements.
Disclosures for investments in certain entities that calculate net asset value per share (or its equivalent)
In May 2015, the FASB issued amendments to ASC 820 through issuance of ASU 2015-07 “Disclosures for
Investments in Certain Entities That Calculate Net Asset Value per Share (or Its Equivalent)” (“ASU 2015-07”).
ASU 2015-07 removes the requirement to report the fair value of investments for which fair value is estimatedusing net asset value as a practical expedient within the fair value hierarchy and also revises certain otherdisclosure requirements for these types of investment.
ASU 2015-07 is effective for fiscal years, and interim periods within those years, beginning after
December 15, 2015 with early adoption permitted.
Nomura currently plans to adopt ASU 2015-07 from April 1, 2016. Because these amendments only remove
certain disclosure requirements around investments which are measured at fair value using net asset value as apractical expedient, rather than change when such practical expedient can be used, Nomura does not expect theseamendments to have a material impact on these consolidated financial statements.

F-31

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
2. Fair value measurements:
The fair value of financial instruments
A significant amount of Nomura’s financial instruments are carried at fair value. Financial assets carried atfair value on a recurring basis are reported in the consolidated balance sheets within Trading assets and private
equity investments, Loans and receivables, Collateralized agreements and Other assets. Financial liabilities
carried at fair value on a recurring basis are reported within Trading liabilities, Short-term borrowings, Payables
and deposits, Collateralized financing, Long-term borrowings and Other liabilities.
Other financial assets and financial liabilities are measured at fair value on a nonrecurring basis, where theprimary measurement basis is not fair value but where fair value is used in specific circumstances after initialrecognition, such as to measure impairment.
In all cases, fair value is determined in accordance with ASC 820 which defines fair value as the amountthat would be exchanged to sell a financial asset or transfer a financial liability in an orderly transaction between
market participants at the measurement date. It assumes that the transaction occurs in Nomura’s principal market,
or in the absence of the principal market, the most advantageous market for the relevant financial assets orfinancial liabilities.
Fair value is usually determined on an individual financial instrument basis consistent with the unit ofaccount of the financial instrument. However, certain financial instruments managed on a portfolio basis arevalued as a portfolio, namely based on the price that would be received to sell a net long position (i.e. a net
financial asset) or transfer a net short position (i.e. a net financial liability) consistent with how market
participants would price the net risk exposure at the measurement date.
Financial assets carried at fair value also include investments in certain funds where, as a practical
expedient, fair value is determined on the basis of net asset value per share (“NAV per share”) if the NAV pershare is calculated in accordance with certain industry standard principles.
Increases and decreases in the fair value of assets and liabilities will significantly impact Nomura’s position,
performance, liquidity and capital resources. As explained below, valuation techniques applied contain inherent
uncertainties and Nomura is unable to predict the accurate impact of future developments in the market. Where
appropriate, Nomura uses economic hedging strategies to mitigate its risk, although these hedges are also subject
to unpredictable movements in the market.
Valuation methodology for financial instruments carried at fair value on a recurring basis
The fair value of financial instruments is based on quoted market prices including market indices, broker ordealer quotations or an estimation by management of the expected exit price under current market conditions.
Various financial instruments, including cash instruments and over-the-counter (“OTC”) contracts, have bid andoffer prices that are observable in the market. These are measured at the point within the bid-offer range which
best represents Nomura’s estimate of fair value. Where quoted market prices or broker or dealer quotations are
not available, prices for similar instruments or valuation pricing models are considered in the determination offair value.
Where quoted prices are available in active markets, no valuation adjustments are taken to modify the fairvalue of assets or liabilities marked using such prices. Other instruments may be measured using valuation
techniques, such as valuation pricing models incorporating observable parameters, unobservable parameters or a
combination of both. Valuation pricing models use parameters which would be considered by market participantsin valuing similar financial instruments.
F-32

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Valuation pricing models and their underlying assumptions impact the amount and timing of unrealized andrealized gains and losses recognized, and the use of different valuation pricing models or underlying assumptions
could produce different financial results. Valuation uncertainty results from a variety of factors, including thevaluation technique or model selected, the quantitative assumptions used within the valuation model, the inputs
into the model, as well as other factors. Valuation adjustments are used to reflect the assessment of thisuncertainty. Common valuation adjustments include model reserves, credit adjustments, close-out adjustments,and other appropriate instrument-specific adjustments, such as those to reflect transfer or sale restrictions.
The level of adjustments is largely judgmental and is based on an assessment of the factors that management
believe other market participants would use in determining the fair value of similar financial instruments. The
type of adjustments taken, the methodology for the calculation of these adjustments, and the inputs for thesecalculations are reassessed periodically to reflect current market practice and the availability of new information.
For example, the fair value of certain financial instruments includes adjustments for credit risk; both withregards to counterparty credit risk on positions held and Nomura’s own creditworthiness on positions issued.
Credit risk on financial assets is significantly mitigated by credit enhancements such as collateral and netting
arrangements. Any net credit exposure is measured using available and applicable inputs for the relevant
counterparty. The same approach is used to measure the credit exposure on Nomura’s financial liabilities as isused to measure counterparty credit risk on Nomura’s financial assets.
Such valuation pricing models are calibrated to the market on a regular basis and inputs used are adjusted
for current market conditions and risks. The Global Model Validation Group (“MVG”) within Nomura’s Risk
Management Department reviews pricing models and assesses model appropriateness and consistency
independently of the front office. The model reviews consider a number of factors about a model’s suitability forvaluation and sensitivity of a particular product. Valuation models are calibrated to the market on a periodic basis
by comparison to observable market pricing, comparison with alternative models and analysis of risk profiles.
As explained above, any changes in fixed income, equity, foreign exchange and commodity markets canimpact Nomura’s estimates of fair value in the future, potentially affecting trading gains and losses. Where
financial contracts have longer maturity dates, Nomura’s estimates of fair value may involve greater subjectivity
due to the lack of transparent market data.
Fair value hierarchy
All financial instruments measured at fair value, including those carried at fair value using the fair value
option, have been categorized into a three-level hierarchy (“fair value hierarchy”) based on the transparency ofvaluation inputs used by Nomura to estimate fair value. A financial instrument is classified in the fair value
hierarchy based on the lowest level of input that is significant to the fair value measurement of the financial
instrument. The three levels of the fair value hierarchy are defined as follows, with Level 1 representing the mosttransparent inputs and Level 3 representing the least transparent inputs:
Level 1:
Unadjusted quoted prices for identical financial instruments in active markets accessible by Nomura at themeasurement date.

F-33

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Level 2:
Quoted prices in inactive markets or prices containing other inputs which are observable, either directly or
indirectly. Valuation techniques using observable inputs reflect assumptions used by market participants inpricing financial instruments and are based on data obtained from independent market sources at themeasurement date.
Level 3:
Unobservable inputs that are significant to the fair value measurement of the financial instrument. Valuation
techniques using unobservable inputs reflect management’s assumptions about the estimates used by othermarket participants in valuing similar financial instruments. These valuation techniques are developed based on
the best available information at the measurement date.
The availability of inputs observable in the market varies by product and can be affected by a variety offactors. Significant factors include, but are not restricted to the prevalence of similar products in the market,
especially for customized products, how established the product is in the market, for example, whether it is a new
product or is relatively mature, and the reliability of information provided in the market which would depend, forexample, on the frequency and volume of current data. A period of significant change in the market may reduce
the availability of observable data. Under such circumstances, financial instruments may be reclassified into alower level in the fair value hierarchy.
Significant judgments used in determining the classification of financial instruments include the nature of
the market in which the product would be traded, the underlying risks, the type and liquidity of market data
inputs and the nature of observed transactions for similar instruments.
Where valuation models include the use of parameters which are less observable or unobservable in themarket, significant management judgment is used in establishing fair value. The valuations for Level 3 financial
instruments, therefore, involve a greater degree of judgment than those valuations for Level 1 or Level 2
financial instruments.
Certain criteria management use to determine whether a market is active or inactive include the number oftransactions, the frequency that pricing is updated by other market participants, the variability of price quotes
among market participants, and the amount of publicly available information.

F-34

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
The following tables present the amounts of Nomura’s financial instruments measured at fair value on arecurring basis as of March 31, 2014 and 2015 within the fair value hierarchy.
Billions of yen
March 31, 2014

Level 1

Level 2

Level 3

Assets:Trading assets and private equity investments(2)Equities(3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Private equity investments(3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Japanese government securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Japanese agency and municipal securities . . . . . . . . . . . . . . . . . . . . . .
Foreign government, agency and municipal securities . . . . . . . . . . . . .
Bank and corporate debt securities and loans for trading purposes . . .
Commercial mortgage-backed securities (“CMBS”) . . . . . . . . . . . . . .
Residential mortgage-backed securities (“RMBS”) . . . . . . . . . . . . . . .
Real estate-backed securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Collateralized debt obligations (“CDOs”) and other(4) . . . . . . . . . . . . .
Investment trust funds and other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 2,176
—
2,587
—
4,615
—
—
—
—
—
136

¥

655
—
—
192
1,378
1,735
156
2,221
—
170
87

¥ 68
42
—
—
26
116
3
3
0
13
30

Total trading assets and private equity investments . . . . . . . . . . . . . . . . . . .

9,514

6,594

Derivative assets(5)Equity contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest rate contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Credit contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign exchange contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Commodity contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Netting . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

750
11
4
—
0
—

1,102
19,398
1,268
3,293
0
—

Counterparty
andCash Collateral
Netting(1)¥Balance as ofMarch 31, 2014

—
—
—
—
—
—
—
—
—
—
—

¥ 2,899
42
2,587
192
6,019
1,851
159
2,224
0
183
253

301

—

16,409

70
112
42
19
0
—

—
—
—
—
—
(23,764)

1,922
19,521
1,314
3,312
0
(23,764)

Total derivative assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

765

25,061

243(23,764)

2,305

Subtotal . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥10,279¥31,655¥544¥(23,764)¥ 18,714

Loans and receivables(6) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Collateralized agreements(7) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other assets
Non-trading debt securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other(3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

—
—

280
1,087

26
—

—
—

306
1,087

406
358

615
94

3
56

—
—

1,024
508

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥11,043¥33,731¥629¥(23,764)¥ 21,639

¥

¥

¥

¥

¥

Liabilities:
Trading liabilities
Equities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Japanese government securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign government, agency and municipal securities . . . . . . . . . . . . .
Bank and corporate debt securities . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Residential mortgage-backed securities (“RMBS”) . . . . . . . . . . . . . . .
Collateralized debt obligations (“CDOs”) and other(4) . . . . . . . . . . . . .
Investment trust funds and other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

774
3,046
3,831
—
—
—
76

132
—
688
396
1
0
12

1
—
—
0
—
—
—

—
—
—
—
—
—
—

907
3,046
4,519
396
1
0
88

Total trading liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

7,727

1,229

1

—

8,957

Derivative liabilities(5)Equity contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest rate contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Credit contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign exchange contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Commodity contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Netting . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

827
10
4
—
0
—

1,368
19,142
1,582
2,926
0
—

59
151
37
14
0
—

—
—
—
—
—
(24,030)

2,254
19,303
1,623
2,940
0
(24,030)

Total derivative liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

841

25,018261(24,030)

2,090

Subtotal . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 8,568¥26,247¥262¥(24,030)¥ 11,047

Short-term borrowings(8) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Payables and deposits(9) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Collateralized financing(7) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Long-term borrowings(8)(10)(11) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other liabilities(12) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

—
—
—
134
152

46
0
530
1,439
86

3
0
—
394
—

—
—
—
—
—

49
0
530
1,967
238

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 8,854¥28,348¥659¥(24,030)¥ 13,831

F-35

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Billions of yen
March 31, 2015

Level 1

Level 2

Level 3

Assets:Trading assets and private equity investments(2)Equities(3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Private equity investments(3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Japanese government securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Japanese agency and municipal securities . . . . . . . . . . . . . . . . . . . . . . .
Foreign government, agency and municipal securities . . . . . . . . . . . . .
Bank and corporate debt securities and loans for trading purposes . . . .
Commercial mortgage-backed securities (“CMBS”) . . . . . . . . . . . . . . .
Residential mortgage-backed securities (“RMBS”) . . . . . . . . . . . . . . . .
Real estate-backed securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Collateralized debt obligations (“CDOs”) and other(4) . . . . . . . . . . . . . .
Investment trust funds and other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥1,707
—
2,233
—
3,965
—
—
—
—
—
448

¥

710
0
—
277
1,391
1,786
113
2,496
—
184
120

¥ 39
49
—
—
3
167
2
1
13
15
4

Total trading assets and private equity investments . . . . . . . . . . . . . . . . . . . .

8,353

7,077

Derivative assets(5)Equity contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest rate contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Credit contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign exchange contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Commodity contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Netting . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

7
16
5
—
0
—

1,668
31,559
1,066
7,544
0
—

Counterparty
andCash Collateral
Netting(1)¥Balance as ofMarch 31, 2015

—
—
—
—
—
—
—
—
—
—
—

¥ 2,456
49
2,233
277
5,359
1,953
115
2,497
13
199
572

293

—

15,723

72
90
40
33
—
—

—
—
—
—
—
(40,514)

1,747
31,665
1,111
7,577
0
(40,514)

Total derivative assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

28

41,837

235(40,514)

1,586

Subtotal . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥8,381¥48,914¥528¥(40,514)¥ 17,309

Loans and receivables(6) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Collateralized agreements(7) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other assets
Non-trading debt securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other(3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

—
—

304
1,530

15
—

—
—

319
1,530

342
342

606
128

0
57

—
—

948
527

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥9,065¥51,482¥600¥(40,514)¥ 20,633

Liabilities:
Trading liabilities
Equities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Japanese government securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign government, agency and municipal securities . . . . . . . . . . . . .
Bank and corporate debt securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Residential mortgage-backed securities (“RMBS”) . . . . . . . . . . . . . . . .
Collateralized debt obligations (“CDOs”) and other(4) . . . . . . . . . . . . . .
Investment trust funds and other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥1,027
3,117
3,155
—
—
—
84

¥

¥

¥

—
—
—
—
—
—
—

¥ 1,092
3,117
4,059
379
1
3
84

Total trading liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

7,383

1,349

3

—

8,735

Derivative liabilities(5)Equity contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest rate contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Credit contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign exchange contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Commodity contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Netting . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

18
8
2
—
1
—

1,887
31,555
1,080
6,954
0
—

78
112
36
38
0
—

—
—
—
—
—
(40,460)

1,983
31,675
1,118
6,992
1
(40,460)

62
—
904
379
1
3
0

3
—
—
0
—
—
—

Total derivative liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

2941,476

264(40,460)

1,309

Subtotal . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥7,412¥42,825¥267¥(40,460)¥ 10,044

Short-term borrowings(8) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Payables and deposits(9) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Collateralized financing(7) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Long-term borrowings(8)(10)(11) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other liabilities(12) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ —
—
—
80
96

¥

¥

1
0
—
525
—

¥

¥

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥7,588¥46,100¥793¥(40,460)

188
0
983
1,996
108

—
—
—
—
—

189
0
983
2,601
204

¥ 14,021(1) Represents the amount offset under counterparty netting of derivative assets and liabilities as well as cash collateral netting against net
derivatives.
(2) Includes investments in certain funds measured at fair value on the basis of NAV per share as a practical expedient.
(3) Includes equity investments that would have been accounted for under the equity method had Nomura not chosen to elect the fair value
option.

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NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)(4) Includes collateralized loan obligations (“CLOs”) and asset-backed securities (“ABS”) such as those secured on credit card loans, autoloans and student loans.
(5) Each derivative classification includes derivatives referencing multiple risk components. For example, interest rate contracts include
complex derivatives referencing interest rate risk as well as foreign exchange risk or other factors such as prepayment rates. Credit
contracts include credit default swaps as well as derivatives referencing corporate and government debt securities.
(6) Includes loans for which the fair value option has been elected.
(7) Includes collateralized agreements or collateralized financing for which the fair value option has been elected.
(8) Includes structured notes for which the fair value option has been elected.
(9) Includes embedded derivatives bifurcated from deposits received at banks. If unrealized gains are greater than unrealized losses, deposits
are reduced by the excess amount.
(10) Includes embedded derivatives bifurcated from issued structured notes. If unrealized gains are greater than unrealized losses, borrowings
are reduced by the excess amount.
(11) Includes liabilities recognized from secured financing transactions that are accounted for as financings rather than sales. Nomura elected
the fair value option for these liabilities.
(12) Includes loan commitments for which the fair value option has been elected.

Valuation techniques by major class of financial instrument
The valuation techniques used by Nomura to estimate fair value for major classes of financial instruments,
together with the significant inputs which determine classification in the fair value hierarchy, are as follows.
Equities and equity securities reported within Other assets—Equities and equity securities reported within
Other assets include direct holdings of both listed and unlisted equity securities, and fund investments. The fairvalue of listed equity securities is determined using quoted prices for identical securities from active markets
where available. These valuations should be in line with market practice and therefore can be based on bid prices
or mid-market prices. Nomura determines whether the market is active depending on the sufficiency andfrequency of trading activity. Where these securities are classified in Level 1 of the fair value hierarchy, novaluation adjustments are made to fair value. Listed equity securities traded in inactive markets are also generally
valued using the exchange price and are classified in Level 2. Whilst rare in practice, Nomura may apply a
discount or liquidity adjustment to the exchange price of a listed equity security traded in an inactive market if
the exchange price is not considered to be an appropriate representation of fair value. These adjustments are
determined by individual security and are not determined or influenced by the size of holding. The amount ofsuch adjustments made to listed equity securities traded in inactive markets was ¥nil as of March 31, 2014 and2015, respectively. The fair value of unlisted equity securities is determined using the same methodology as
private equity investments described below and are usually classified in Level 3 because significant valuation
inputs such as liquidity discounts and credit spreads are unobservable. As a practical expedient, fund investments
which do not have a readily determinable fair value are generally valued using NAV per share where available.
Publicly traded mutual funds which are valued using a daily NAV per share are classified in Level 1. Fundinvestments where Nomura has the ability to redeem its investment with the investee at NAV per share as of thebalance sheet date or within the near term are classified in Level 2. Fund investments where Nomura does nothave the ability to redeem in the near term or does not know when it can redeem are classified in Level 3. The
Direct Capitalization Method (“DCM”) is used as a valuation technique for certain equity investments in realestate funds, with net operating income used as a measure of financial performance which is then applied to acapitalization rate dependent on the characteristics of the underlying real estate. Equity investments which arevalued using DCM valuation techniques are generally classified in Level 3 since observable market capitalization
rates are usually not available for identical or sufficiently similar real estate to that held within the real estate
funds being valued.
Private equity investments—The determination of fair value of unlisted private equity investments requires
significant management judgment because the investments, by their nature, have little or no price transparency.
Private equity investments are initially carried at cost as an approximation of fair value. Adjustments to carrying
value are made if there is third-party evidence of a change in value. Adjustments are also made, in the absence of
F-37

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
third-party transactions, if it is determined that the expected exit price of the investment is different fromcarrying value. In reaching that determination, Nomura primarily uses either a discounted cash flow (“DCF”) or
market multiple valuation technique. A DCF valuation technique incorporates estimated future cash flows to begenerated from the underlying investee, as adjusted for an appropriate growth rate discounted at a weighted
average cost of capital (“WACC”). Market multiple valuation techniques include comparables such as Enterprise
Value/earnings before interest, taxes, depreciation and amortization (“EV/EBITDA”) ratios, Price/Earnings(“PE”) ratios, Price/Book ratios, Price/Embedded Value ratios and other multiples based on relationships
between numbers reported in the financial statements of the investee and the price of comparable companies. A
liquidity discount may also be applied to either a DCF or market multiple valuation to reflect the specificcharacteristics of the investee. Where possible these valuations are compared with the operating cash flows andfinancial performance of the investee or properties relative to budgets or projections, price/earnings data forsimilar quoted companies, trends within sectors and/or regions and any specific rights or terms associated with
the investment, such as conversion features and liquidation preferences. Private equity investments are generallyclassified in Level 3 since the valuation inputs such as those mentioned above are usually unobservable.
Government, agency and municipal securities—The fair value of Japanese and other G7 government
securities is primarily determined using quoted market prices, executable broker or dealer quotations, oralternative pricing sources. These securities are traded in active markets and therefore are classified within
Level 1 of the fair value hierarchy. Non-G7 government securities, agency securities and municipal securities arevalued using similar pricing sources but are generally classified in Level 2 as they are traded in inactive markets.
Certain non-G7 securities may be classified in Level 1 because they are traded in active markets. Certain
securities may be classified in Level 3 because they are traded infrequently and there is not sufficient informationfrom comparable securities to classify them in Level 2. These are valued using DCF valuation techniques which
include significant unobservable inputs such as credit spreads of the issuer.
Bank and corporate debt securities—The fair value of bank and corporate debt securities is primarily
determined using DCF valuation techniques but also using broker or dealer quotations and recent market
transactions of identical or similar debt securities, if available. Consideration is given to the nature of the broker
and dealer quotations, namely whether these are indicative or executable, the number of available quotations andhow these quotations compare to any available recent market activity or alternative pricing sources. The
significant valuation inputs used for DCF valuations are yield curves, asset swap spreads, recovery rates andcredit spreads of the issuer. Bank and corporate debt securities are generally classified in Level 2 of the fair value
hierarchy because these valuation inputs are usually observable or market-corroborated. Certain bank andcorporate debt securities will be classified in Level 3 because they are traded infrequently and there isinsufficient information from comparable securities to classify them in Level 2, or credit spreads or recovery
rates of the issuer used in DCF valuations are unobservable.
Commercial mortgage-backed securities (“CMBS”) and Residential mortgage-backed securities(“RMBS”)—The fair value of CMBS and RMBS is primarily determined using DCF valuation techniques but
also using broker or dealer quotations and recent market transactions of identical or similar securities, if
available. Consideration is given to the nature of the broker and dealer quotations, namely whether these areindicative or executable, the number of available quotations and how these quotations compare to any available
recent market activity or alternative pricing sources. The significant valuation inputs include yields, prepayment
rates, default probabilities and loss severities. CMBS and RMBS securities are generally classified in Level 2
because these valuation inputs are observable or market-corroborated. Certain CMBS and RMBS positions will
be classified in Level 3 because they are traded infrequently and there is insufficient information fromcomparable securities to classify them in Level 2, or one or more of the significant valuation inputs used in DCF
valuations are unobservable.
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NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Real estate-backed securities—The fair value of real estate-backed securities is determined using broker ordealer quotations, recent market transactions or by reference to a comparable market index. Consideration is
given to the nature of the broker and dealer quotations, namely whether these are indicative or executable, thenumber of available quotations and how these quotations compare to any available recent market activity oralternative pricing sources. Where all significant inputs are observable, the securities will be classified in
Level 2. For certain securities, no direct pricing sources or comparable securities or indices may be available.
These securities are valued using DCF or DCM valuation techniques and are classified in Level 3 as thevaluation includes significant unobservable valuation inputs such as yields or loss severities.
Collateralized debt obligations (“CDOs”) and other—The fair value of CDOs is primarily determinedusing DCF valuation techniques but also using broker or dealer quotations and recent market transactions ofidentical or similar securities, if available. Consideration is given to the nature of the broker and dealer
quotations, namely whether these are indicative or executable, the number of available quotations and how these
quotations compare to any available recent market activity or alternative pricing sources. The significant
valuation inputs used include market spread data for each credit rating, yields, prepayment rates, default
probabilities and loss severities. CDOs are generally classified in Level 2 of the fair value hierarchy because
these valuation inputs are observable or market-corroborated. CDOs will be classified in Level 3 where one ormore of the significant valuation inputs used in the DCF valuations are unobservable.
Investment trust funds and other—The fair value of investment trust funds is primarily determined using
NAV per share. Publicly traded funds which are valued using a daily NAV per share are classified in Level 1 of
the fair value hierarchy. For funds that are not publicly traded but Nomura has the ability to redeem its
investment with the investee at NAV per share on the balance sheet date or within the near term, the investments
are classified in Level 2. Investments where Nomura does not have the ability to redeem in the near term or does
not know when it can redeem are classified in Level 3. The fair value of certain other investments reported within
Investment trust funds and other is determined using DCF valuation techniques. These investments are classified
in Level 3 as the valuation includes significant unobservable valuation inputs such as credit spreads of issuer andcorrelation.
Derivatives—Equity contracts—Nomura enters into both exchange-traded and OTC equity derivativetransactions such as index and equity options, equity basket options and index and equity swaps. Where thesederivatives are traded in active markets and the exchange price is representative of fair value, the fair value of
exchange-traded equity derivatives is determined using an unadjusted exchange price and classified in Level 1 of
the fair value hierarchy. The fair value of exchange-traded equity derivatives which are traded in inactive
markets or where the exchange price is not representative of fair value is determined using a model price and areclassified in Level 2. The fair value of OTC equity derivatives is determined through option models such as
Black-Scholes and Monte Carlo simulation. The significant valuation inputs used include equity prices, dividend
yields, volatilities and correlations. Valuation adjustments are also made to model valuations in order to reflect
counterparty credit risk on derivative assets and Nomura‘s own creditworthiness on derivative liabilities. OTC
equity derivatives are generally classified in Level 2 because all significant valuation inputs and adjustments areobservable or market-corroborated. Certain less liquid vanilla or more complex equity derivatives are classified
in Level 3 where dividend yield, volatility or correlation valuation inputs are significant and unobservable.
Derivatives—Interest rate contracts—Nomura enters into both exchange-traded and OTC interest rate
derivative transactions such as interest rate swaps, currency swaps, interest rate options, forward rate agreements,
swaptions, caps and floors. Where these derivatives are traded in active markets and the exchange price isrepresentative of fair value, the fair value of exchange-traded interest rate derivatives is determined using an
unadjusted exchange price and classified in Level 1 of the fair value hierarchy. The fair value of exchange-tradedinterest rate derivatives which are traded in inactive markets or where the exchange price is not representative of
F-39

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
fair value is determined using a model price and are classified in Level 2. The fair value of OTC interest rate
derivatives is determined through DCF valuation techniques as well as option models such as Black-Scholes andMonte Carlo simulation. The significant valuation inputs used include interest rates, forward foreign exchange(“FX”) rates, volatilities and correlations. Valuation adjustments are also made to model valuations in order toreflect counterparty credit risk on derivative assets and Nomura‘s own creditworthiness on derivative liabilities.
OTC interest rate derivatives are generally classified in Level 2 because all significant valuation inputs andadjustments are observable or market-corroborated. Certain less liquid vanilla or more complex OTC interest rate
derivatives are classified in Level 3 where interest rate, volatility or correlation valuation inputs are significant
and unobservable.
Derivatives—Credit contracts—Nomura enters into OTC credit derivative transactions such as credit
default swaps and credit options on single names, indices or baskets of assets. The fair value of OTC credit
derivatives is determined through DCF valuation techniques as well as option models such as Black-Scholes andMonte Carlo simulation. The significant valuation inputs used include interest rates, credit spreads, recovery
rates, default probabilities, volatilities and correlations. Valuation adjustments are also made to model valuations
in order to reflect counterparty credit risk on derivative assets and Nomura’s own creditworthiness on derivative
liabilities. OTC credit derivatives are generally classified in Level 2 of the fair value hierarchy because all
significant valuation inputs and adjustments are observable or market-corroborated. Certain less liquid vanilla ormore complex OTC credit derivatives are classified in Level 3 where credit spread, recovery rate, volatility or
correlation valuation inputs are significant and unobservable.
Derivatives—Foreign exchange contracts—Nomura enters into both exchange-traded and OTC foreignexchange derivative transactions such as foreign exchange forwards and currency options. The fair value of
exchange-traded foreign exchange derivatives which are traded in inactive markets or where the exchange priceis not representative of fair value is determined using a model price and are classified in Level 2. The fair valueof OTC foreign exchange derivatives is determined through DCF valuation techniques as well as option models
such as Black-Scholes and Monte Carlo simulation. The significant valuation inputs used include interest rates,
forward FX rates, spot FX rates and volatilities. Valuation adjustments are also made to model valuations inorder to reflect counterparty credit risk on derivative assets and Nomura’s own creditworthiness on derivative
liabilities. OTC foreign exchange derivatives are generally classified in Level 2 because all significant valuation
inputs and adjustments are observable or market-corroborated. Certain foreign exchange derivatives areclassified in Level 3 where volatility valuation inputs are significant and unobservable.
Derivatives—Commodity contracts—Nomura enters into OTC commodity derivative transactions such ascommodity swaps, commodity forwards and commodity options. The fair value of OTC commodity derivatives
is determined through DCF valuation techniques as well as option models such as Black-Scholes and Monte
Carlo simulation. The significant valuation inputs used include commodity prices, interest rates, volatilities andcorrelations. Valuation adjustments are also made to model valuations in order to reflect counterparty credit risk
on derivative assets and Nomura’s own creditworthiness on derivative liabilities. OTC commodity derivatives are
generally classified in Level 2 of the fair value hierarchy because these valuation inputs and adjustments areobservable or market-corroborated.
Nomura includes valuation adjustments in its estimation of fair value of certain OTC derivatives relating tofunding costs associated with these transactions to be consistent with how market participants in the principal
market for these derivatives would determine fair value. During the year ended March 31, 2013, Nomura refinedits valuation methodology to incorporate additional features of collateralized derivative transactions resulting inloss of ¥11 billion recognized during that period. During the year ended March 31, 2014, Nomura recognized an
additional loss of ¥10 billion as a result of using more appropriate inputs to calculate the valuation adjustment for
certain uncollateralized derivatives. This change reflected increased transparency around how market participants
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NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
incorporate this funding cost into their pricing of such derivative transactions and consequently, how they
determine fair value. As part of its continuous review of the valuation methodologies applied by market
participants, Nomura may further refine its valuation methodology of derivatives in future periods.
Loans—The fair value of loans carried at fair value either as trading assets or through election of the fairvalue option is primarily determined using DCF valuation techniques as quoted prices are typically not available.
The significant valuation inputs used are similar to those used in the valuation of corporate debt securities
described above. Loans are generally classified in Level 2 of the fair value hierarchy because all significant
valuation inputs are observable. Certain loans, however, are classified in Level 3 because they are tradedinfrequently and there is not sufficient information from comparable securities to classify them in Level 2 orcredit spreads of the issuer used in DCF valuations are significant and unobservable.
Collateralized agreements and Collateralized financing—The primary types of collateralized agreement andfinancing transactions carried at fair value are reverse repurchase and repurchase agreements elected for the fairvalue option. The fair value of these financial instruments is primarily determined using DCF valuation
techniques. The significant valuation inputs used include interest rates and collateral funding spreads such as
general collateral or special rates. Reverse repurchase and repurchase agreements are generally classified in
Level 2 of the fair value hierarchy because these valuation inputs are usually observable.
Non-trading debt securities—These are debt securities held by certain non-trading subsidiaries in the group
and are valued and classified in the fair value hierarchy using the same valuation techniques used for other debt
securities classified as Government, agency and municipal securities and Bank and corporate debt securities
described above.
Short-term and long-term borrowings (“Structured notes”)—Structured notes are debt securities issued by
Nomura or by consolidated variable interest entities (“VIEs”) which contain embedded features that alter the
return to the investor from simply receiving a fixed or floating rate of interest to a return that depends upon someother variables, such as an equity or equity index, commodity price, foreign exchange rate, credit rating of a third
party or a more complex interest rate (i.e., an embedded derivative).
The fair value of structured notes is determined using a quoted price in an active market for the identicalliability if available, and where not available, using a mixture of valuation techniques that use the quoted price of
the identical liability when traded as an asset, quoted prices for similar liabilities, similar liabilities when tradedas assets, or an internal model which combines DCF valuation techniques and option pricing models, dependingon the nature of the embedded features within the structured note. Where an internal model is used, Nomura
estimates the fair value of both the underlying debt instrument and the embedded derivative components. The
significant valuation inputs used to estimate the fair value of the debt instrument component include yield curves
and prepayment rates. The significant valuation inputs used to estimate the fair value of the embedded derivative
component are the same as those used for the relevant type of freestanding OTC derivative discussed above. A
valuation adjustment is also made to the entire structured note in order to reflect Nomura’s own creditworthiness.
To reflect Nomura’s own creditworthiness, the fair value of structured notes includes a credit adjustment of ¥1billion as of March 31, 2014 and a debit adjustment of ¥0 billion as of March 31, 2015. This adjustment isdetermined based on recent observable secondary market transactions and executable broker quotes involving
Nomura debt instruments and is therefore typically treated as a Level 2 valuation input. Structured notes are
generally classified in Level 2 of the fair value hierarchy as all significant valuation inputs and adjustments areobservable. Where any unobservable inputs are significant, such as volatilities and correlations used to estimate
the fair value of the embedded derivative component, structured notes are classified in Level 3.

F-41

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Long-term borrowings (“Secured financing transactions”)—Secured financing transactions are liabilities
recognized when a transfer of a financial asset does not meet the criteria for sales accounting under ASC 860 andtherefore the transaction is accounted for as a secured borrowing. These liabilities are valued using the samevaluation techniques that are applied to the transferred financial assets which remain on the consolidated balance
sheets and are therefore classified in the same level in the fair value hierarchy as the transferred financial assets.
These liabilities do not provide general recourse to Nomura and therefore no adjustment is made to reflect
Nomura’s own creditworthiness.
Valuation processes
In order to ensure the appropriateness of any fair value measurement of a financial instrument used withinthese consolidated financial statements, including those classified in Level 3 within the fair value hierarchy,
Nomura operates a governance framework which mandates determination or validation of a fair value
measurement by control and support functions independent of the trading businesses assuming the risk of thefinancial instrument. Such functions within Nomura with direct responsibility for either defining, implementing
or maintaining valuation policies and procedures are as follows:•

The Product Control Valuations Group (“PCVG”) within Nomura’s Finance Department has primary
responsibility for determining and implementing valuation policies and procedures in connection withdetermination of fair value measurements. In particular, this group will ensure that valuation policies are
documented for each type of financial instrument in accordance with U.S. GAAP. While it is the
responsibility of market makers and investment professionals in our trading businesses to price ourfinancial instruments, the PCVG are responsible for independently verifying or validating these prices.
In the event of a difference in opinion or where the estimate of fair value requires judgment, thevaluation used within these consolidated financial statements is made by senior managers independentof the trading businesses. This group reports to the Global Head of Product Control and ultimately to theChief Financial Officer (“CFO”);•

The Accounting Policy Group within Nomura’s Finance Department defines the group’s accounting
policies and procedures in accordance with U.S. GAAP, including those associated with determinationof fair value under ASC 820 and other relevant U.S. GAAP pronouncements. This group reports to the
Global Head of Accounting Policy and ultimately to the CFO; and•The MVG within Nomura’s Risk Management Department validates the appropriateness andconsistency of pricing models used to determine fair value measurements independently of those who
design and build the models. This group reports to the Chief Risk Officer.

The fundamental components of this governance framework over valuation processes within Nomura
particularly as it relates to Level 3 financial instruments are the procedures in place for independent priceverification, pricing model validation and revenue substantiation.
Independent price verification processes
The key objective of the independent price verification processes within Nomura is to verify theappropriateness of fair value measurements applied to all financial instruments within Nomura. In applying thesecontrol processes, observable inputs are used whenever possible and when unobservable inputs are necessary, theprocesses seek to ensure the valuation technique and inputs are appropriate, reasonable and consistently applied.
The independent price verification processes aim to verify the fair value of all positions to external levels ona regular basis. The process will involve obtaining data such as trades, marks and prices from internal andexternal sources and examining the impact of marking the internal positions at the external prices. Margin
disputes within the collateral process will also be investigated to determine if there is any impact on valuations.
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NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Where third-party pricing information sourced from brokers, dealers and consensus pricing services is usedas part of the price verification process, consideration is given as to whether that information reflects actual
recent market transactions or prices at which transactions involving identical or similar financial instruments are
currently executable. If such transactions or prices are not available, the financial instrument will generally beclassified in Level 3.
Where there is a lack of observable market information around the inputs used in a fair value measurement,
then the PCVG and the MVG will assess the inputs used for reasonableness considering available information
including comparable products, surfaces, curves and past trades. Additional valuation adjustments may be taken
for the uncertainty in the inputs used, such as correlation and where appropriate trading desks may be asked to
execute trades to evidence market levels.
Model review and validation
For more complex financial instruments pricing models are used to determine fair value measurements. The
MVG performs an independent model approval process which incorporates a review of the model assumptions
across a diverse set of parameters. Considerations include:•

Scope of the model (different financial instruments may require different but consistent pricing
approaches);•

Mathematical and financial assumptions;•

Full or partial independent benchmarking along with boundary and stability tests, numericalconvergence, calibration quality and stability;•

Model integration within Nomura’s trading and risk systems;•

Calculation of risk numbers and risk reporting; and•Hedging strategies/practical use of the model.

New models are reviewed and approved by the MVG. The frequency of subsequent MVG reviews (“Model
Re-approvals”) is at least annually.

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NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Revenue substantiation
Nomura’s Product Control function also ensures adherence to Nomura’s valuation policies through daily
and periodic analytical review of net revenues. This process involves substantiating revenue amounts throughexplanations and attribution of revenue sources based on the underlying factors such as interest rates, credit
spreads, volatilities, foreign exchange rates etc. In combination with the independent price verification processes,
this daily, weekly, monthly and quarterly review substantiates the revenues made while helping to identify andresolve potential booking, pricing or risk quantification issues.
Level 3 financial instruments
As described above, the valuation of Level 3 financial assets and liabilities is dependent on certain
significant inputs which cannot be observed in the market. Common characteristics of an inactive market include
a low number of transactions of the financial instrument, stale or non-current price quotes, price quotes that vary
substantially either over time or among market makers, non-executable broker quotes or little publicly released
information.
If corroborative evidence is not available to value Level 3 financial instruments, fair value may beestablished using other equivalent products in the market. The level of correlation between the specific Level 3
financial instrument and the available benchmark instrument is considered as an unobservable parameter. Other
techniques for determining an appropriate value for unobservable parameters may consider information such asconsensus pricing data among certain market participants, historical trends, extrapolation from observable market
data and other information Nomura would expect market participants to use in valuing similar instruments.
Use of reasonably possible alternative input assumptions to value Level 3 financial instruments will
significantly influence fair value determination. Ultimately, the uncertainties described above about input
assumptions imply that the fair value of Level 3 financial instruments is a judgmental estimate. The specificvaluation for each instrument is based on management’s judgment of prevailing market conditions, in accordancewith Nomura’s established valuation policies and procedures.

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NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Quantitative information regarding significant unobservable inputs and assumptions
The following tables present information about the significant unobservable inputs and assumptions used by
Nomura for financial instruments classified in Level 3 as of March 31, 2014 and 2015. These financial
instruments will also typically include observable valuation inputs (i.e. Level 1 or Level 2 valuation inputs)
which are not included in the table and are also often hedged using financial instruments which are classified in
Level 1 or Level 2 of the fair value hierarchy.

Financial Instrument

Fair value
in billions of yen

Valuationtechnique(s)March 31, 2014
Significant
unobservable inputs

DCF

Liquidity discounts

11.0 – 50.0 %18.1 %

DCM

Capitalization rates

6.8 – 6.9 %6.8 %Range of
Weighted
valuation inputs(1) Average(2)Assets:Trading assets and private
equity investments
Equities . . . . . . . . . . . . . ¥68

Private equity
investments . . . . . . . .

42 Market multiples

Foreign government,
agency and municipal
securities . . . . . . . . . .

26

DCF

Credit spreads

0.0 – 5.9 %0.5 %Bank and corporate debt
securities and loans
for trading
purposes . . . . . . . . . .

116

DCF

Credit spreads
Recovery rates

0.0 – 26.6 %0.0 – 74.0 %4.7 %57.1 %

Commercial mortgagebacked securities(“CMBS”) . . . . . . . . .

3

DCF

Yields

6.2 – 30.4 %10.1 %

Residential mortgagebacked securities(“RMBS”) . . . . . . . . .

3

DCF

Yields
Prepayment rates
Default probabilities
Loss severities

0.3 – 10.7 %3.8 – 50.0 %0.0 – 2.0 %0.1 – 87.2 %3.7 %12.8 %
2.0 %
51.2 %

Collateralized debt
obligations (“CDOs”)
and other . . . . . . . . . .

13

DCF

Yields
Prepayment rates
Default probabilities
Loss severities

0.0 – 90.9 % 11.1 %0.0 – 20.0 % 18.5 %1.0 – 65.0 %3.2 %30.0 – 100.0 % 47.9 %

30

DCF

Investment trust funds
and other . . . . . . . . . .

F-45

EV/EBITDA ratios
Price/Embedded values
Liquidity discounts

Credit spreads
Correlations

4.5 – 11.6 x
10.0 x
0.4 x
0.4 x
0.0 – 33.0 % 30.5 %0.0 – 3.5 %0.50 – 0.71

0.1 %
0.61

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Financial Instrument

Fair value
in billions of yen

Valuationtechnique(s)Derivatives, net:
Equity contracts . . . . . . . . . . ¥11

Option models

Interest rate contracts . . . . .

(39)

DCF/
Option models

Credit contracts . . . . . . . . . .

5March 31, 2014
Significant
unobservable inputs

Range of
Weighted
valuation inputs(1) Average(2)Dividend yield
Volatilities
Correlations

0.0 – 8.2 %6.9 – 59.9 %(0.96) – 0.95———

Interest rates

0.7 – 5.2 %—Option models

Volatilities
Correlations

10.6 – 23.5 %(0.45) – 0.99

—
—

DCF/
Option models

Credit spreads
Recovery rates

0.0 – 20.9 %20.0 – 90.0 %——Option models

Volatilities
Correlations

1.0 – 70.0 %0.26 – 0.95———

Foreign exchange
contracts . . . . . . . . . . . . .

5

Option models

Volatilities

11.2 –19.1 %Loans and receivables . . . . . . . . .

26

DCF

Credit spreads

0.0 %

0.0 %

Other assets
Non-trading debt
securities . . . . . . . . . . . . .

3

DCF

Credit spreads

0.1 – 2.5 %0.8 %Other(3) . . . . . . . . . . . . . . . . .

56

DCF

WACC
Growth rates
Liquidity discounts

6.1 %
1.0 %
0.0 – 30.0 %

6.1 %
1.0 %
12.7 %

3.6 – 8.3 x
9.6 – 60.1 x
0.0 – 5.3 x
30.0 %

4.9 x
24.0 x1.0 x30.0 %

Market multiples EV/EBITDA ratios
PE ratios
Price/Book ratios
Liquidity discounts
Liabilities:
Short-term borrowings . . . . . . . . ¥3

DCF

Volatilities
Correlations

15.3 – 55.5 %(0.78) – 0.94——

Long-term borrowings . . . . . . . .

394

DCF

Volatilities
Correlations

10.6 – 55.5 %(0.78) – 0.99

—
—

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NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Financial Instrument

Fair value
in billions of yen

Valuationtechnique(s)March 31, 2015
Significant
unobservable inputs

Range of
Weighted
valuation inputs(1) Average(2)DCF

Liquidity discounts

4.6 – 40.0 %21.6 %

EV/EBITDA ratios
10.0 xPrice/Embedded values
0.4 x
Liquidity discounts
30.0 – 33.0 %10.0 x0.4 x32.3 %

Assets:Trading assets and private
equity investments
Equities . . . . . . . . . . . . . ¥39

Private equity
investments . . . . . . . .

49 Market multiples

Foreign government,
agency and municipal
securities . . . . . . . . . .

3

DCF

Credit spreads

0.3 – 6.1 %1.1 %Bank and corporate debt
securities and loans
for trading
purposes . . . . . . . . . . .

167

DCF

Credit spreads
Recovery rates

0.0 – 33.4 %0.0 – 42.6 %10.4 %
24.9 %

Commercial mortgagebacked securities(“CMBS”) . . . . . . . . .

2

DCF

Yields18.1 – 50.6 %15.3 %1

DCF

Yields
Prepayment rates

0.1 – 10.6 %2.7 – 12.8 %

2.2 %
7.5 %

13

DCF

YieldsLoss severities

17.0 – 26.0 %0.0 – 46.8 %24.3 %
18.6 %

15

DCF

Yields
Prepayment rates
Default probabilities
Loss severities

4.7 – 23.4 %0.0 – 20.0 %1.0 – 10.0 %30.0 – 100.0 %12.6 %
19.0 %
2.2 %
32.7 %

Residential mortgagebacked securities(“RMBS”) . . . . . . . . .
Real estate-backed
securities . . . . . . . . . .
Collateralized debt
obligations (“CDOs”)
and other . . . . . . . . . .

F-47

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Financial Instrument

Fair value
in billions of yen

Derivatives, net:
Equity contracts . . . . . . . ¥Valuationtechnique(s)March 31, 2015
Significant
unobservable inputs

Range of
Weighted
valuation inputs(1) Average(2)(6) Option models

Dividend yield
Volatilities
Correlations

0.0 – 8.4 %9.2 – 100.2 %(0.75) – 0.98———

Interest rate contracts . .

(22)

DCF/
Option models

Interest rates
Volatilities
Correlations

0.8 – 3.3 %13.7 – 300.0 %(0.30) – 0.99———

Credit contracts . . . . . . .

4

DCF/
Option models

Credit spreads
Recovery rates
Volatilities
Correlations

0.0 – 19.9 %0.0 – 90.0 %1.0 – 70.0 %0.37 – 0.95

—
—
—
—

Foreign exchange
contracts . . . . . . . . . .

(5) Option models

Volatilities

0.6 – 16.1 %—Loans and receivables . . . . . .

15

DCF

Credit spreads

0.0 – 12.2 %0.7 %Other assets
Other(3) . . . . . . . . . . . . . .

57

DCF

WACC
Growth rates
Credit spreads
Liquidity discounts

5.7 %
1.0 %
0.6 – 2.4 %30.0 %

5.7 %
1.0 %
1.3 %
30.0 %

Market multiples

EV/EBITDA ratios
PE ratios
Price/Book ratios
Liquidity discounts

2.9 – 13.5 x
11.5 – 83.9 x
0.0 – 5.0 x
20.0 – 30.0 %7.6 x
29.3 x1.1 x29.2 %

Liabilities:
Short-term borrowings . . . . . ¥1

DCF/
Option models

Volatilities
Correlations

15.4 – 47.5 %(0.75) – 0.91——

Long-term borrowings . . . . .

525

DCF/
Option models

Volatilities
Correlations

13.7 – 47.5 %(0.75) – 0.99——

(1) Range information is provided in percentages, coefficients and multiples and represents the highest and lowest level significant
unobservable valuation input used to value that type of financial instrument. A wide dispersion in the range does not necessarily reflectincreased uncertainty or subjectivity in the valuation input and is typically just a consequence of the different characteristics of thefinancial instruments themselves.
(2) Weighted average information for non-derivative instruments is calculated by weighting each valuation input by the fair value of thefinancial instrument.
(3) Valuation technique(s) and unobservable inputs in respect of equity securities reported within Other assets in the consolidated balance
sheets.

F-48

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Qualitative discussion of the ranges of significant unobservable inputs
The following comments present qualitative discussion about the significant unobservable inputs used by
Nomura for financial instruments classified in Level 3.
Derivatives—Equity contracts—The significant unobservable inputs are dividend yield, volatilities andcorrelations. The range of dividend yields varies as some companies do not pay any dividends, for example due
to a lack of profits or as a policy during a growth period, and hence have a zero dividend yield while others may
pay a high dividend for example to return money to investors. The range of volatilities is wide as the volatilities
of shorter-dated equity derivatives or those based on single equity securities can be higher than those of longerdated instruments or those based on indices. Correlations represent the relationships between one input andanother (“pairs”) and can either be positive or negative amounts. The range of correlations moves from positive
to negative because the movement of some pairs is very closely related and in the same direction causing highly
positive correlations while others generally move in opposite directions causing highly negative correlations withpairs that have differing relationships throughout the range.
Derivatives—Interest rate contracts—The significant unobservable inputs are interest rates, volatilities andcorrelations. The range of interest rates is due to interest rates in different countries/currencies being at different
levels with some countries having extremely low levels and others being at levels that while still relatively low
are less so. The range of volatilities is wide as volatilities can be higher when interest rates are at extremely low
levels, and also because volatilities of shorter-dated interest rate derivatives are typically higher than those of
longer-dated instruments. The range of correlations moves from positive to negative because the movement ofsome pairs is very closely related and in the same direction causing highly positive correlations while others
generally move in opposite directions causing highly negative correlations with pairs that have differing
relationships through the range. Other than for volatilities where the majority of the inputs are away from thehigher end of the range, the other significant unobservable inputs are spread across the relevant ranges.
Derivatives—Credit contracts—The significant unobservable inputs are credit spreads, recovery rates,
volatilities and correlations. The range of credit spreads reflects the different risk of default present within theportfolio. At the low end of the range, underlying reference names have a very limited risk of default whereas at
and the high end of the range, underlying reference names have a much greater risk of default. The range ofrecovery rates varies primarily due to the seniority of the underlying exposure with senior exposures having ahigher recovery than subordinated exposures. The range of volatilities is wide as the volatilities of shorter-dated
credit contracts are typically higher than those of longer-dated instruments. The correlation range is positivesince credit spread moves are generally in the same direction. Highly positive correlations are those for which the
movement is very closely related and in the same direction, with correlation falling as the relationship becomesless strong. Other than for volatilities where the majority of inputs are away from the higher end of the range, theother significant unobservable inputs are spread across the relevant ranges.
Derivatives—Foreign exchange contracts—The only significant unobservable inputs are volatilities. The
range of volatilities is relatively narrow with the lower end of the range arising from currencies that trade in
narrow ranges versus the U.S. Dollar. All significant unobservable volatilities are spread across the ranges.
Short-term borrowings and Long-term borrowings—The significant unobservable inputs are volatilities andcorrelations. The range of volatilities is wide as the volatilities of shorter-dated instruments are typically higher
than those in longer-dated instruments. The range of correlations moves from positive to negative because themovement of some pairs is very closely related and in the same direction causing highly positive correlations
while others generally move in opposite directions causing highly negative correlations with pairs that havediffering relationships through the range. Other than for volatilities where the majority of inputs are away fromthe higher end of the range, the other significant unobservable inputs are spread across the relevant ranges.
F-49

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Sensitivity of fair value to changes in unobservable inputs
For each class of financial instrument described in the above tables, changes in each of the significant
unobservable inputs and assumptions used by Nomura will impact upon the determination of a fair value
measurement for the financial instrument. The sensitivity of these Level 3 fair value measurements to changes in
unobservable inputs and interrelationships between those inputs is described below:•

Equities, Private equity investments and equity securities reported within Other assets—When using
DCF valuation techniques to determine fair value, a significant increase (decrease) in WACC, credit
spreads or liquidity discount in isolation would result in a significantly lower (higher) fair value
measurement. Conversely, a significant increase (decrease) in growth rate would result in acorresponding significantly higher (lower) fair value measurement. There is little interrelationshipbetween these measures. When using market multiples to determine fair value, a significant increase(decrease) in the relevant multiples such as PE ratios, EV/EBITDA ratios, Price/Book ratios and Price/
Embedded Value ratios in isolation would result in a higher (lower) fair value measurement.
Conversely, a significant increase (decrease) in the liquidity discount applied to the holding in isolation
would result in a significantly lower (higher) fair value measurement. Generally changes in assumptions
around multiples result in a corresponding similar directional change in a fair value measurement,
assuming earnings levels remain constant. When using DCM, a significant increase (decrease) in thecapitalization rate would result in a significantly lower (higher) fair value measurement.

•

Foreign government, agency and municipal securities, Bank and corporate debt securities and loans for
trading purposes, Loans and receivables and Non-trading debt securities—Significant increases(decreases) in the credit spreads used in a DCF valuation techniques would result in a significantly
lower (higher) fair value measurement, while significant increases (decreases) in recovery rates would
result in a significantly higher (lower) fair value measurement.

•

Commercial mortgage-backed securities (“CMBS”), Residential mortgage-backed securities(“RMBS”), Real estate-backed securities and Collateralized debt obligations (“CDOs”) and other—
Significant increases (decreases) in yields, prepayment rates, default probabilities and loss severities
used in a DCF valuation techniques in isolation would result in a significantly lower (higher) fair value
measurement. Generally, a change in default probabilities is accompanied by a directionally similarchange in loss severities and a directionally opposite change in prepayment rates.

•

Investment trust funds and other—Significant increases (decreases) in credit spreads used in a DCF
valuation techniques would result in a significantly lower (higher) fair value measurement, while
significant increases (decreases) in correlation would result in a significantly higher (lower) fair value
measurement.

•

Derivatives—Where Nomura is long the underlying risk of a derivative, significant increases(decreases) in the underlying of the derivative, such as interest rates or credit spreads in isolation orsignificant decreases (increases) in dividend yields would result in a significantly higher (lower) fairvalue measurement. Where Nomura is short the underlying risk of a derivative, the impact of thesechanges would have a converse effect on the fair value measurements reported by Nomura. Where
Nomura is long optionality, recovery rates or correlation, significant increases (decreases) in volatilities,
recovery rates or correlation will generally result in a significantly higher (lower) fair value
measurement. Where Nomura is short optionality, recovery rates or correlation, the impact of thesechanges would have a converse effect on the fair value measurements.

•

Short-term borrowings and Long-term borrowings—Where Nomura is long optionality or correlation,
significant increases (decreases) in volatilities or correlation used in DCF valuation techniques andoption models will generally result in a significantly higher (lower) fair value measurement. Where
Nomura is short optionality or correlation, the impact of these changes would have a converse effect on
the fair value measurements.
F-50

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Movements in Level 3 financial instruments
The following tables present gains and losses as well as increases and decreases of financial instruments
measured at fair value on a recurring basis which Nomura classified in Level 3 for the years ended March 31,
2014 and 2015. Financial instruments classified in Level 3 are often hedged with instruments within Level 1 orLevel 2 of the fair value hierarchy. The gains or losses presented below do not reflect the offsetting gains orlosses for these hedging instruments. Level 3 financial instruments are also measured using both observable andunobservable inputs. Fair value changes presented below, therefore, reflect realized and unrealized gains andlosses resulting from movements in both observable and unobservable parameters.
For the year ended March 31, 2015, gains and losses related to Level 3 assets did not have a material impact
on Nomura’s liquidity and capital resources management.
Billions of yen
Year ended March 31, 2014
Total gains(losses)
Balance
Total gains
recognized in
Balance
as of(losses)other
Foreign Transfers Transfers
as ofApril 1,
recognizedcomprehensive Purchases
Sales /
exchange
into
out of March 31,
2013 in net revenue(1)income/ issues(2) redemptions(2) Settlements movements Level 3(3) Level 3(3)2014

Assets:Trading assets and private
equity investments
Equities . . . . . . . . . . . . . . . ¥129
Private equity
investments . . . . . . . . . .
87
Japanese agency andmunicipal securities . . .
0Foreign government,
agency and municipal
securities . . . . . . . . . . . .
91
Bank and corporate debt
securities and loans for
trading purposes . . . . . .
69
Commercial mortgagebacked securities(“CMBS”) . . . . . . . . . . .
6
Residential mortgagebacked securities(“RMBS”) . . . . . . . . . . .
4Real estate-backed
securities . . . . . . . . . . . .
68
Collateralized debt
obligations (“CDOs”)
and other . . . . . . . . . . . .
12Investment trust funds andother . . . . . . . . . . . . . . .
13
Total trading assets and private
equity investments . . . . . . . .
Derivatives, net(4)Equity contracts . . . . . . . .
Interest rate contracts . . . .
Credit contracts . . . . . . . . .
Foreign exchange
contracts . . . . . . . . . . . .
Commodity contracts . . . .
Total derivatives, net . . . . . . . .

¥ 11

¥—

¥ 21

¥(105)

¥—

¥

(1)

—

1

(11)

—

—

—

—

—

—

—

21

—

516

(540)

—

—

5

—

221

(167)

—

(0)

—

7

(11)

(0)

—

1

1

—

(1)

6

¥

6

7

¥

(1)

¥ 68

—

(40)

42

—

(0)

—

8

(70)

26

3

32

(47)

116

—

0

2

(1)

3

(3)

—

0

3

(2)

3

0

(69)

—

0

—

—

0

—

23

(21)

—

1

6

(7)

13

0

—

24

(6)

—

0

—

(1)

30

479

36

—

814

(933)

—

16

58

(169)

301

5
(54)
25

(8)
(1)
(5)

—
—
—

—
—
—

—
—
—

(2)
19
(16)

2
(1)
3

7
(6)
0

7
4
(2)

11
(39)
5

(3)
(0)

(1)
0

—
—

—
—

—
—

13
0

0
(0)

(4)
0

(0)
—

5
0

(27)

(15)

—

—

—

14

4

(3)

9

(18)

Subtotal . . . . . . . . . . . . . . . . . . . . . . . ¥452

¥ 21

¥—

¥814

¥(933)

¥ 14

¥ 20

¥ 55

¥(160)

¥283

3

(0)

—

13

(2)

—

1

20

(9)

26

4
60

(1)
4

(0)
(0)

—
3

(0)
(9)

—
—

0
0

—
—

—
(2)

3
56

Total . . . . . . . . . . . . . . . . . . . . . . . . . ¥519

¥ 24

¥ (0)

¥830

¥(944)

¥ 14

¥ 21

¥ 75

¥(171)¥368

Loans and receivables . . . . . . . .
Other assets
Non-trading debt
securities . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . .

F-51

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Billions of yen
Year ended March 31, 2014
Total gains(losses)
Balance
Total gains
recognized in
Balance
as of(losses)other
Foreign Transfers Transfers
as ofApril 1,
recognizedcomprehensive Purchases
Sales /
exchange
into
out of March 31,
2013 in net revenue(1)income/ issues(2) redemptions(2) Settlements movements Level 3(3) Level 3(3)2014

Liabilities:
Trading liabilities
Equities . . . . . . . . . . . . . . . ¥Bank and corporate debt
securities . . . . . . . . . . . .

0
0

0

—

Total trading liabilities . . . . . . . ¥

0

¥ (0)

4
1
222
0

Total . . . . . . . . . . . . . . . . . . . . . . . . . ¥227

Short-term borrowings . . . . . . .
Payables and deposits . . . . . . . .
Long-term borrowings . . . . . . .
Other liabilities . . . . . . . . . . . . .

¥ (0)

¥—

¥

1

¥

(0)

¥—

¥

1

(0)
0
(29)
—

—
—
—
—

¥ (29)

¥—

¥

0

(0)

—

¥

(0)

¥—

¥

0

3
(0)
424
1

(3)
(1)
(259)
(1)

—
—
—
—

—
—
3
(0)

¥429

¥(264)

¥—

¥

0

¥—

¥

0

¥

(0)

¥

0

¥

(0)

¥

1
—
42
—

(2)
(0)
(67)
—

3
0
394
—

¥ 43

¥ (69)

¥398

0

3

0

¥

1

(0)

0
1

Billions of yen
Year ended March 31, 2015
Total gains(losses)
Balance
Total gains
recognized in
Balance
as of(losses)other
Foreign Transfers Transfers
as ofApril 1,
recognizedcomprehensive Purchases
Sales /
exchange
into
out of March 31,
2014 in net revenue(1)income/ issues(2) redemptions(2) Settlements movements Level 3(3) Level 3(3)2015

Assets:Trading assets and private
equity investments
Equities . . . . . . . . . . . . . . . ¥ 68
Private equity
investments . . . . . . . . . .
42
Japanese agency andmunicipal securities . . . —Foreign government,
agency and municipal
securities . . . . . . . . . . . .
26
Bank and corporate debt
securities and loans for
trading purposes . . . . . . 116
Commercial mortgagebacked securities(“CMBS”) . . . . . . . . . . .
3
Residential mortgagebacked securities(“RMBS”) . . . . . . . . . . .
3Real estate-backed
securities . . . . . . . . . . . .
0Collateralized debt
obligations (“CDOs”)
and other . . . . . . . . . . . .
13
Investment trust funds andother . . . . . . . . . . . . . . .
30
Total trading assets and private
equity investments . . . . . . . .
Derivatives, net(4)Equity contracts . . . . . . . .
Interest rate contracts . . . .
Credit contracts . . . . . . . . .
Foreign exchange
contracts . . . . . . . . . . . .
Commodity contracts . . . .
Total derivatives, net . . . . . . . .

¥

1

¥—

¥ 28

¥ (52)

¥—

2

—

6

(2)

—

—

0

0

—

—

8

—

150

(152)

—

—

7

(36)

3

8

—

200

(154)

—

15

33

(51)

167

0

—

6

(9)

—

0

2

0

2

(1)

—

1

(5)

—

—

4

(1)

1

0

—

4

(24)

—

1

34

(2)

13

(5)

—

44

(43)

—

4

20

(18)

15

3

—

1

(11)

—

0

0

(19)

4

301

16

—

440

(452)

—

23

103

(138)

293

11
(39)
5

(2)
(27)
(13)

—
—
—

—
—
—

—
—
—

(14)
39
13

0
1
0

(10)
(3)
0

9
7
(1)

(6)
(22)
4

5
0

(1)
0

—
—

—
—

—
—

(12)
0

1
0

1
0

1
—

(5)
0

—

¥

2
1

¥

3

¥ (11)

¥ 39

—

0

49

—

—

—

(18)

(43)

—

—

—

26

2

(12)

16

(29)

Subtotal . . . . . . . . . . . . . . . . . . . . . . . ¥283

¥ (27)¥—¥440¥(452)

¥ 26

¥ 25

¥ 91

¥(122)¥264

F-52

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Billions of yen
Year ended March 31, 2015
Total gains(losses)
Balance
Total gains
recognized in
Balance
as of(losses)other
Foreign Transfers Transfers
as ofApril 1,
recognizedcomprehensive Purchases
Sales /
exchange
into
out of March 31,
2014 in net revenue(1)income/ issues(2) redemptions(2) Settlements movements Level 3(3) Level 3(3)2015Loans and receivables . . . . . . . . ¥ 26
Other assets . . . . . . . . . . . . . . . .
Non-trading debt
securities . . . . . . . . . . . .
3
Other . . . . . . . . . . . . . . . . .
56

¥ (1)

Total . . . . . . . . . . . . . . . . . . . . . . . . . ¥368

¥(27)

¥

¥ 0

¥—

0

—

Liabilities:
Trading liabilities
Equities . . . . . . . . . . . . . . . ¥ 1
Bank and corporate
debt . . . . . . . . . . . . . . . .
securities . . . . . . . . . . . . . .
0Collateralized debt
obligations (“CDOs”)
and other . . . . . . . . . . . . —

¥—

¥—

0
1

¥ 4

¥

0

¥—

¥ 15

—

(3)
(5)

—
—

0
1

—
—

—

3

0

0
57

1

¥443

¥(474)

¥ 26

¥30

¥ 91

¥(122)

¥336

¥

¥

0

¥—

¥ 0

¥

¥

¥

0

—

0

4
0

0

—

¥ 0

¥—

¥

3
0
394

(1)
0
(83)

—
—
—

Total . . . . . . . . . . . . . . . . . . . . . . . . . ¥398

¥(84)

¥—

Short-term borrowings . . . . . . .
Payables and deposits . . . . . . . .
Long-term borrowings . . . . . . .

¥—

0
1

1

Total trading liabilities . . . . . . . ¥¥ (14)

1

(1)

—

0

(1)

¥—

¥ 0

1
0
419

(2)
0
(467)

—
—
—

0
0
8

¥425

¥(470)

¥—

¥ 8

5

¥

0
0

(2)

3

0

—

0

—

—

(2)

¥

—
121

(2)
0
(33)

1
0
525

¥121

¥ (37)

¥529

¥

0
0

¥

3

(1) Includes gains and losses reported primarily within Net gain on trading, Gain on private equity investments, and also within Gain on
investments in equity securities, Revenue—Other and Non-interest expenses—Other, Interest and dividends and Interest expense in the
consolidated statements of income.
(2) Amounts reported in Purchases / issues include increases in trading liabilities while Sales / redemptions include decreases in trading
liabilities.
(3) If financial instruments move from Level 3 to another Level or move from another Level to Level 3, the amount reported in Transfers
into Level 3 and Transfers out of Level 3 are the fair value as of the beginning of the quarter during which the movement occurs.
Therefore if financial instruments move from another Level to Level 3, all gains/ (losses) during the quarter are included in the table andif financial instruments move from Level 3 to another Level, all gains/ (losses) during the year are excluded from the table.
(4) Each derivative classification includes derivatives referencing multiple risk components. For example, interest rate contracts include
complex derivatives referencing interest rate risk as well as foreign exchange risk or other factors such as prepayment rates. Credit
contracts include credit default swaps as well as derivatives referencing corporate and government debt securities.

Unrealized gains and losses recognized for Level 3 financial instruments
The following table presents the amounts of unrealized gains (losses) for the years ended March 31, 2014
and 2015, relating to those financial instruments which Nomura classified in Level 3 within the fair value
hierarchy and that were still held by Nomura at the relevant consolidated balance sheet date.
Billions of yen
March 312014
2015
Unrealized gains / (losses)(1)

Assets:Trading assets and private equity investments
Equities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Private equity investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Japanese agency and municipal securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign government, agency and municipal securities . . . . . . . . . . . . . . . . . . .
Bank and corporate debt securities and loans for trading purposes . . . . . . . . .
Commercial mortgage-backed securities (“CMBS”) . . . . . . . . . . . . . . . . . . . .
Residential mortgage-backed securities (“RMBS”) . . . . . . . . . . . . . . . . . . . . .
F-53

¥7
(6)
0
(1)
(0)
1
(0)

¥(4)
2
0
1
0
0
0

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Billions of yen
March 312014
2015
Unrealized gains / (losses)(1)Real estate-backed securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Collateralized debt obligations (“CDOs”) and other . . . . . . . . . . . . . . . . . . . . .
Investment trust funds and other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ (0)
(0)
0

¥ (1)
(3)
4

Total trading assets and private equity investments . . . . . . . . . . . . . . . . . . . . . . . . .

1(1)Equity contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest rate contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Credit contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign exchange contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Commodity contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

22
(1)
2
(0)
(0)

(1)
(11)
(13)
(5)
0

Total derivatives, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

23

(30)

Subtotal . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 24

¥(31)

Loans and receivables . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other assets
Non-trading debt securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(1)

0

(0)
1

0
1

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 24

¥(30)

Liabilities:
Trading liabilities
Equities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Bank and corporate debt securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥—
(0)

¥ 0
0

Total trading liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ (0)

¥ 0

Short-term borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Payables and deposits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Long-term borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(0)
0
(33)

0
0
(14)

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ (33)¥(14)

Derivatives, net(2)(1) Includes gains and losses reported within Net gain on trading, Gain on private equity investments, and also
within Gain on investments in equity securities, Revenue—Other and Non-interest expenses—Other, Interestand dividends and Interest expense in the consolidated statements of income.
(2) Each derivative classification includes derivatives referencing multiple risk components. For example,
interest rate contracts include complex derivatives referencing interest rate risk as well as foreign exchange
risk or other factors such as prepayment rates. Credit contracts include credit default swaps as well asderivatives referencing corporate and government debt securities.
Transfers between levels of the fair value hierarchy
Nomura assumes that all transfers of financial instruments from one level to another level within the fairvalue hierarchy occur at the beginning of the relevant quarter in which the transfer takes place. Amounts reported
below therefore represent the fair value of the financial instruments at the beginning of the relevant quarter when
the transfer was made.
F-54

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Transfers between Level 1 and Level 2
During the year ended March 31, 2014, a total of ¥492 billion of financial assets (excluding derivative
assets) were transferred from Level 1 to Level 2. This comprised primarily ¥479 billion of equities reported
within Trading assets and private equity investments—Equities which were transferred because the observable
markets in which these instruments were traded became inactive. This also comprised ¥5 billion of equity
securities reported within Other assets—Other which were transferred because the observable markets in whichthese instruments were traded became inactive. During the same period, a total of ¥38 billion of financial
liabilities (excluding derivative liabilities) were transferred from Level 1 to Level 2. This comprised primarily¥36 billion of short sales of equities reported within Trading liabilities which were transferred because theobservable markets in which these instruments were traded became inactive.
During the year ended March 31, 2015, a total of ¥218 billion of financial assets (excluding derivative
assets) were transferred from Level 1 to Level 2. This comprised primarily ¥199 billion of equities reported
within Trading assets and private equity investments—Equities which were transferred because the observable
markets in which these instruments were traded became inactive. This also comprised ¥6 billion of Foreign
government, agency and municipal securities, ¥8 billion of Investment trust funds and other and ¥4 billion ofequity securities reported within Other assets—Other which were transferred because the observable markets inwhich these instruments were traded became inactive. During the same period, a total of ¥41 billion of financial
liabilities (excluding derivative liabilities) were transferred from Level 1 to Level 2. This comprised primarily¥39 billion of short sales of equities reported within Trading liabilities which were transferred because theobservable markets in which these instruments were traded became inactive.
During the year ended March 31, 2015, the amount of ¥407 billion of equity derivative assets and¥362 billion of equity derivative liabilities were transferred from Level 1 to Level 2. The fair value of certain
exchange-traded equity derivatives have been determined using a model price rather than exchange price. Use ofa model price is more representative of fair value than exchange price because of the higher volume andfrequency of trading in the underlying equity instruments.
During the year ended March 31, 2014, a total of ¥856 billion of financial assets (excluding derivative
assets) were transferred from Level 2 to Level 1. This comprised primarily ¥832 billion of equities reported
within Trading assets and private equity investments—Equities which were transferred because the observable
markets in which these instruments were traded became active. This also comprised ¥19 billion of exchange
traded funds reported within Investment trust funds and other and ¥5 billion of equity securities reported within
Other assets—Other which were transferred because the observable markets in which these instruments weretraded became active. During the same period, a total of ¥92 billion of financial liabilities (excluding derivative
liabilities) were transferred from Level 2 to Level 1. This comprised primarily ¥90 billion of short sales of
equities reported within Trading liabilities which were transferred because the observable markets in which these
instruments were traded became active.
During the year ended March 31, 2015, a total of ¥125 billion of financial assets (excluding derivative
assets) were transferred from Level 2 to Level 1. This comprised primarily ¥103 billion of equities reported
within Trading assets and private equity investments—Equities which were transferred because the observable
markets in which these instruments were traded became active. This also comprised ¥6 billion of Bank andcorporate debt securities and loans for trading purposes, ¥11 billion of Investment trust funds and other and ¥4
billion of equity securities reported within Other assets—Other which were transferred because the observable
markets in which these instruments were traded became active. During the same period, a total of ¥69 billion offinancial liabilities (excluding derivative liabilities) were transferred from Level 2 to Level 1. This comprised
primarily ¥68 billion of short sales of equities reported within Trading liabilities which were transferred because
the observable markets in which these instruments were traded became active.
F-55

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Transfers out of Level 3
During the year ended March 31, 2014, a total of ¥180 billion of financial assets (excluding derivative
assets) were transferred out of Level 3. This comprised primarily ¥70 billion of Foreign government, agency andmunicipal securities which were transferred because certain credit spreads became observable and ¥47 billion of
Bank and corporate debt securities and loans for trading purposes, principally debt securities and loans, whichwere transferred because certain credit spreads and recovery rates became observable. This also comprised ¥7billion of CDOs and other which were transferred because certain yields, prepayment rates, default probabilities
and loss severities became observable and ¥40 billion of Private equity investments, which were transferredbecause these instruments began trading in an active observable market and ¥9 billion of Loans and receivables,
principally loans, which were transferred because certain credit spreads became observable. During the same
period, a total of ¥69 billion of financial liabilities (excluding derivative liabilities) were transferred out of Level
3. This comprised primarily ¥67 billion of Long-term borrowings, principally structured notes, which weretransferred because certain volatility and correlation valuation inputs became observable.
During the year ended March 31, 2014, a total of ¥9 billion of net derivative liabilities were also transferredout of Level 3. This comprised primarily ¥7 billion of net equity derivative liabilities which were transferredbecause certain dividend yield, volatility and correlation valuation inputs became observable.
During the year ended March 31, 2015, a total of ¥138 billion of financial assets (excluding derivative
assets) were transferred out of Level 3. This comprised primarily ¥11 billion of Equities which were transferredbecause certain liquidity discounts became observable, ¥36 billion of Foreign government, agency and municipal
securities which were transferred because certain credit spreads became observable. This also comprised ¥51
billion of Bank and corporate debt securities and loans for trading purposes, principally debt securities, whichwere transferred because certain credit spreads and recovery rates became observable. This also comprised ¥18
billion of CDOs and other which were transferred because certain yields, prepayment rates, default probabilities
and loss severities became observable and ¥19 billion of Investment trust funds and other which were transferredbecause certain credit spreads and correlation valuation inputs became observable. During the same period, a
total of ¥37 billion of financial liabilities (excluding derivative liabilities) were transferred out of Level 3. This
comprised primarily ¥33 billion of Long-term borrowings, principally structured notes, which were transferredbecause certain volatility and correlation valuation inputs became observable.
During the year ended March 31, 2015, a total of ¥16 billion of net derivative liabilities were alsotransferred out of Level 3. This comprised primarily ¥9 billion of net equity derivative liabilities which weretransferred because certain dividend yield, volatility and correlation valuation inputs became observable, and ¥7
billion of net interest rate derivative liabilities which were transferred because certain interest rate, volatility andcorrelation valuation inputs became observable.
Transfers into Level 3
During the year ended March 31, 2014, a total of ¥78 billion of financial assets (excluding derivative assets)
were transferred into Level 3. This comprised primarily ¥7 billion of Equities which were transferred because
certain liquidity discounts and capitalization rates became unobservable, ¥32 billion of Bank and corporate debt
securities and loans for trading purposes, principally loans, which were transferred because certain credit spreadand recovery rate valuation inputs became unobservable and ¥8 billion of Foreign government, agency andmunicipal securities which were transferred because certain credit spreads became unobservable. This also
comprised ¥6 billion of CDOs and other which were transferred because certain yields, prepayment rates, default
probabilities and loss severities valuation inputs became unobservable, ¥20 billion of Loans and receivables,
principally loans and loan commitments, which were transferred because certain credit spreads became
F-56

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
unobservable. The amount of gains and losses on these transfer reported in Equities, Bank and corporate debt
securities and loans for trading purposes, Foreign government, agency and municipal securities, CDOs andother and Loans and receivables which were recognized in the quarter when the transfer into Level 3 occurred
were not significant. During the same period, a total of ¥43 billion of financial liabilities (excluding derivative
liabilities) were transferred into Level 3. This comprised primarily ¥42 billion of Long-term borrowings,
principally structured notes, which were transferred because certain volatility and correlation valuation inputs
became unobservable. Losses on these transfer reported in Long-term borrowings which were recognized in thequarter when the transfer into Level 3 occurred was not significant.
During the year ended March 31, 2014, a total of ¥3 billion of net derivative liabilities were also transferred
into Level 3. This comprised ¥7 billion of net equity derivative assets which were transferred because certain
dividend yield, volatility and correlation valuation inputs became unobservable and ¥6 billion of net interest rate
derivative liabilities which were transferred because certain interest rate, volatility and correlation valuation
inputs became unobservable. Losses on the equity contracts which were recognized in the quarter when thetransfer into Level 3 occurred were ¥7 billion. The amount of gains and losses on the interest rate contracts whichwere recognized in the quarter when the transfer into Level 3 occurred was not significant.
During the year ended March 31, 2015, a total of ¥103 billion of financial assets (excluding derivative
assets) were transferred into Level 3. This comprised primarily ¥7 billion of Foreign government, agency andmunicipal securities which were transferred because certain credit spreads became unobservable and ¥33 billionof Bank and corporate debt securities and loans for trading purposes, principally loans, which were transferredbecause certain credit spread and recovery rate valuation inputs became unobservable. This also comprised¥34 billion of Real estate-backed securities which were transferred because certain yields and loss severities
became unobservable, and ¥20 billion of CDOs and other which were transferred because certain yields,
prepayment rates, default probabilities and loss severities valuation inputs became unobservable. The amount ofgains and losses on these transfer reported in Foreign government, agency and municipal securities, Bank andcorporate debt securities and loans for trading purposes, Real estate-backed securities and CDOs and otherwhich were recognized in the quarter when the transfer into Level 3 occurred were not significant. During thesame period, a total of ¥121 billion of financial liabilities (excluding derivative liabilities) were transferred into
Level 3. This comprised primarily ¥121 billion of Long-term borrowings, principally structured notes, whichwere transferred because certain volatility and correlation valuation inputs became unobservable. The amount ofgains and losses on these transfer reported in Long-term borrowings which were recognized in the quarter when
the transfer into Level 3 occurred was not significant.
During the year ended March 31, 2015, a total of ¥12 billion of net derivative liabilities were alsotransferred into Level 3. This comprised ¥10 billion of net equity derivative liabilities which were transferredbecause certain dividend yield, volatility and correlation valuation inputs became unobservable. Gains on theequity contracts which were recognized in the quarter when the transfer into Level 3 occurred were ¥5 billion.
Investments in investment funds that calculate NAV per share
In the normal course of business, Nomura invests in non-consolidated funds which meet the definition of
investment companies or are similar in nature and which do not have readily determinable fair values. The fairvalue of these investments is generally determined using NAV per share, including certain investments where
NAV is used as a practical expedient, as permitted by ASC 820. Some of these investments are redeemable atdifferent amounts from NAV per share.

F-57

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
The following tables present information on these investments where NAV per share is calculated ordisclosed as of March 31, 2014 and 2015. Investments are presented by major category relevant to the nature of
Nomura’s business and risks.

Fair value

Unfundedcommitments(1)Hedge funds . . . . . . . . . . . . . . . . . . . . . . . .
Venture capital funds . . . . . . . . . . . . . . . . .
Private equity funds . . . . . . . . . . . . . . . . . .
Real estate funds . . . . . . . . . . . . . . . . . . . . .

¥ 66
4
42
3

¥

0
1
17
—

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥115

¥ 18

Fair value

Unfundedcommitments(1)Hedge funds . . . . . . . . . . . . . . . . . . . . . . . .
Venture capital funds . . . . . . . . . . . . . . . . .
Private equity funds . . . . . . . . . . . . . . . . . .
Real estate funds . . . . . . . . . . . . . . . . . . . . .

¥ 98
3
47
1

¥

0
1
20
—

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥149

¥ 21

Billions of yen
March 31, 2014
Redemption frequency(if currently eligible)(2)Redemption notice(3)Monthly—
Quarterly—

Same day-95 days—
30 days—

Billions of yen
March 31, 2015
Redemption frequency(if currently eligible)(2)Redemption notice(3)Monthly———

Same day-90 days———

(1) The contractual amount of any unfunded commitments Nomura is required to make to the entities in which
the investment is held.
(2) The range in frequency with which Nomura can redeem investments.
(3) The range in notice period required to be provided before redemption is possible.
Hedge funds:
These investments include funds of funds that invest in multiple asset classes. The fair values of theseinvestments are determined using NAV per share. Although most of these funds can be redeemed within six
months, certain funds cannot be redeemed within six months due to contractual, liquidity or gating issues. The
redemption period cannot be estimated for certain suspended or liquidating funds. Some of these investments
contain restrictions against transfers of the investments to third parties.
Venture capital funds:
These investments include primarily start-up funds. The fair values of these investments are determinedusing NAV per share. Most of these funds cannot be redeemed within six months. The redemption period cannot
be estimated for certain suspended or liquidating funds. These investments contain restrictions against transfersof the investments to third parties.

F-58

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Private equity funds:
These investments are made mainly in various sectors in Europe, United States and Japan. The fair values ofthese investments are determined using NAV per share. Redemption is restricted for most of these investments.
Some of these investments contain restrictions against transfers of the investments to third parties.
Real estate funds:
These are investments in commercial and other types of real estate. The fair values of these investments are
determined using NAV per share. Redemption is restricted for most of these investments. These investments
contain restrictions against transfers of the investments to third parties.
Fair value option for financial assets and financial liabilities
Nomura carries certain eligible financial assets and liabilities at fair value through the election of the fairvalue option permitted by ASC 815 and ASC 825. When Nomura elects the fair value option for an eligible item,changes in that item’s fair value are recognized through earnings. Election of the fair value option is generally
irrevocable unless an event occurs that gives rise to a new basis of accounting for that instrument.
The financial assets and financial liabilities primarily elected for the fair value option by Nomura, and thereasons for the election, are as follows:•

Equity method investments reported within Trading assets and private equity investments and Other
assets held for capital appreciation or current income purposes which Nomura generally has an intention
to exit rather than hold indefinitely. Nomura elects the fair value option to more appropriately represent
the purpose of these investments in these consolidated financial statements.

•

Loans reported within Loans and receivables which are risk managed on a fair value basis and loan
commitments related to loans receivable for which the fair value option will be elected upon funding.
Nomura elects the fair value option to mitigate volatility through earnings caused by the difference inmeasurement basis that otherwise would arise between loans and the derivatives used to risk manage
those instruments.

•

Reverse repurchase and repurchase agreements reported within Collateralized agreements andCollateralized financing which are risk managed on a fair value basis. Nomura elects the fair value
option to mitigate volatility through earnings caused by the difference in measurement basis that
otherwise would arise between the reverse repurchase and repurchase agreements and the derivatives
used to risk manage those instruments.

•

All structured notes issued on or after April 1, 2008 reported within Short-term borrowings and Longterm borrowings. Nomura elects the fair value option for those structured notes primarily to mitigate thevolatility through earnings caused by differences in the measurement basis for structured notes and thederivatives Nomura uses to risk manage those positions. Nomura also elects the fair value option forcertain notes issued by consolidated VIEs for the same purpose and for certain structured notes issued
prior to April 1, 2008.

•

Financial liabilities reported within Long-term borrowings recognized in transactions which areaccounted for as secured financing transactions under ASC 860. Nomura elects the fair value option forthese financial liabilities to mitigate volatility through earnings that otherwise would arise had thiselection not been made. Even though Nomura usually has little or no continuing economic exposure to
the transferred financial assets, they remain on the consolidated balance sheets and continue to be
carried at fair value, with changes in fair value recognized through earnings.
F-59

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Interest and dividends arising from financial instruments for which the fair value option has been elected arerecognized within Interest and dividends, Interest expense or Net gain on trading.
The following table presents gains (losses) due to changes in fair value for financial instruments measured atfair value using the fair value option for the years ended March 31, 2013, 2014 and 2015.
Billions of yen
Year ended March 31
2013
2014
2015
Gains/(Losses)(1)

Assets:Trading assets and private equity investments(2)Trading assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Private equity investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Loans and receivables . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Collateralized agreements(3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other assets(2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 2
(10)
19
(0)
1

¥ 0
(0)
3
4
17

¥ 0
1
4
4
6

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 12

¥24

¥15

Liabilities:
Short-term borrowings(4) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Collateralized financing(3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Long-term borrowings(4)(5) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other liabilities(6) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ (4)
(1)
(51)
0

¥ 0
(3)
11
0

¥11
(2)
(7)
0

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥(56)

¥ 8

¥ 2

(1) Includes gains and losses reported primarily within Net gain on trading, Gain on private equity investments
and Revenue—Other in the consolidated statements of income.
(2) Includes equity investments that would have been accounted for under the equity method had Nomura notchosen to elect the fair value option.
(3) Includes reverse repurchase and repurchase agreements.
(4) Includes structured notes and other financial liabilities.
(5) Includes secured financing transactions arising from transfers of financial assets which did not meet thecriteria for sales accounting.
(6) Includes unfunded written loan commitments.
Nomura currently carries its investment in the common stock of Ashikaga Holdings Co., Ltd. (“Ashikaga
Holdings”) at fair value through election of the fair value option. Nomura held 47.0% of the common stock as ofMarch 31, 2013 and 37.1% as of March 31, 2014 and 2015. This investment was reported within Trading assets
and private equity investments—Private equity investments and Other assets—Other as of March 31, 2013 andOther assets—Other as of March 31, 2014 and 2015 in the consolidated balance sheets.
Ashikaga Holdings recognized total revenue of ¥99 billion, total expense of ¥80 billion and net income after
tax of ¥15 billion for the year ended March 31, 2013. As of March 31, 2013, its total assets and total liabilities
were ¥5,434 billion and ¥5,155 billion, respectively, determined in accordance with accounting principles
generally accepted in Japan. Ashikaga Holdings recognized total revenue of ¥108 billion, total expense of ¥80
billion and net income after tax of ¥24 billion for the year ended March 31, 2014. As of March 31, 2014, its total
assets and total liabilities were ¥5,612 billion and ¥5,371 billion, respectively, determined in accordance with
F-60

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
accounting principles generally accepted in Japan. Ashikaga Holdings recognized total revenue of ¥97 billion,
total expense of ¥76 billion and net income after tax of ¥17 billion for the year ended March 31, 2015. As of
March 31, 2015, its total assets and total liabilities were ¥5,864 billion and ¥5,577 billion, respectively,
determined in accordance with accounting principles generally accepted in Japan.
Nomura calculates the impact of changes in its own creditworthiness on certain financial liabilities forwhich the fair value option is elected by DCF valuation techniques at a rate which incorporates observablechanges in its credit spread.
Losses from changes in the fair value of the financial liabilities for which the fair value option was elected,
attributable to the change in Nomura’s creditworthiness, were ¥31 billion for the year ended March 31, 2013,
mainly due to the tightening of Nomura’s credit spread. Losses from changes in the fair value of the financial
liabilities for which the fair value option was elected, attributable to the change in its creditworthiness were ¥9billion for the year ended March 31, 2014, mainly due to the tightening of Nomura’s credit spread. Gains fromchanges in the fair value of the financial liabilities for which the fair value option was elected, attributable to thechange in its creditworthiness were ¥2 billion for the year ended March 31, 2015, mainly due to the widening of
Nomura’s credit spread.
There was no significant impact on financial assets for which the fair value option was elected attributable
to instrument-specific credit risk.
As of March 31, 2014, the fair value of the aggregate unpaid principal balance (which is contractuallyprincipally protected) of loans and receivables for which the fair value option was elected was ¥1 billion morethan the principal balance of such loans and receivables. The fair value of the aggregate unpaid principal balance(which is contractually principally protected) of long-term borrowings for which the fair value option was electedwas ¥17 billion more than the principal balance of such long-term borrowings. There were no loans andreceivables for which the fair value option was elected that were 90 days or more past due.
As of March 31, 2015, the fair value of the aggregate unpaid principal balance (which is contractuallyprincipally protected) of loans and receivables for which the fair value option was elected was ¥1 billion morethan the principal balance of such loans and receivables. The fair value of the aggregate unpaid principal balance(which is contractually principally protected) of long-term borrowings for which the fair value option was electedwas ¥1 billion more than the principal balance of such long-term borrowings. There were no loans andreceivables for which the fair value option was elected that were 90 days or more past due.
Concentrations of credit risk
Concentrations of credit risk may arise from trading, securities financing transactions and underwriting
activities, and may be impacted by changes in political or economic factors. Nomura has credit risk
concentrations on bonds issued by the Japanese Government, U.S. Government, Governments within theEuropean Union (“EU”), their states and municipalities, and their agencies. These concentrations generally arise
from taking trading positions and are reported within Trading assets in the consolidated balance sheets.
Government, agency and municipal securities, including Securities pledged as collateral, represented 20% of
total assets as of March 31, 2014 and 19% as of March 31, 2015.

F-61

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
The following tables present geographic allocations of Nomura’s trading assets related to government,
agency and municipal securities. See Note 3 “Derivative instruments and hedging activities” for further
information regarding the concentration of credit risk for derivatives.

Japan

Government, agency and municipal securities . . . . . . . . . . . . . . . . . .

¥2,779Japan

Government, agency and municipal securities . . . . . . . . . . . . . . . . . .

¥2,510Billions of yen
March 31, 2014
U.S.
EU
Other

¥1,666¥385¥8,798Billions of yen
March 31, 2015
U.S.
EU
Other

Total(1)¥1,815¥3,968

Total(1)¥3,098¥446¥7,869(1) Other than above, there were ¥756 billion and ¥635 billion of government, agency and municipal securities
reported within Other assets—Non-trading debt securities in the consolidated balance sheets as ofMarch 31, 2014 and 2015, respectively. These securities are primarily Japanese government, agency andmunicipal securities.
Estimated fair value of financial instruments not carried at fair value
Certain financial instruments are not carried at fair value on a recurring basis in the consolidated balance
sheets since they are neither held for trading purposes nor are elected for the fair value option. These are typicallycarried at contractual amounts due or amortized cost.
The carrying value of the majority of the financial instruments detailed below will approximate fair value
since they are short-term in nature and contain minimal credit risk. These financial instruments include financial
assets reported within Cash and cash equivalents, Time deposits, Deposits with stock exchanges and other
segregated cash, Receivables from customers, Receivables from other than customers, Securities purchased
under agreements to resell and Securities borrowed and financial liabilities reported within Short-termborrowings, Payables to customers, Payables to other than customers, Deposits received at banks, Securities
sold under agreements to repurchase, Securities loaned and Other secured borrowings in the consolidatedbalance sheets. These would be generally classified in either Level 1 or Level 2 within the fair value hierarchy.
The estimated fair values of other financial instruments which are longer-term in nature or may containmore than minimal credit risk may be different to their carrying value. Financial assets of this type primarily
include certain loans which are reported within Loans receivable while financial liabilities primarily include
long-term borrowings which are reported within Long-term borrowings. The estimated fair value of loans
receivable which are not elected for the fair value option is estimated in the same way as other loans carried atfair value on a recurring basis. Where quoted market prices are available, such market prices are utilized toestimate fair value. The fair value of long-term borrowings which are not elected for the fair value option isestimated in the same way as other borrowings carried at fair value on a recurring basis using quoted market
prices where available or by DCF valuation techniques. All of these financial assets and financial liabilities
would be generally classified in Level 2 or Level 3 within the fair value hierarchy using the same methodology as
is applied to these instruments when they are elected for the fair value option.

F-62

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
The following tables present carrying values, fair values and classification within the fair value hierarchy forcertain classes of financial instrument of which a portion of the ending balance was carried at fair value as ofMarch 31, 2014 and 2015.
Billions of yen
March 31, 2014(1)Fair value by level
Carrying
value

Fair value

Level 1

Level 2

Level 3

Assets:Cash and cash equivalents . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥ 1,490 ¥ 1,490 ¥1,490 ¥ —Time deposits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
364
364
—
364
Deposits with stock exchanges and other segregated cash . . .
336
336
—
336
Loans receivable(2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1,327
1,326
—
1,068
Securities purchased under agreements to resell . . . . . . . . . .
9,618
9,618
—
9,618
Securities borrowed . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
7,729
7,729
—
7,729
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥20,864 ¥20,863 ¥1,490 ¥19,115

¥—
—
—
258
—
—
¥258

Liabilities:
Short-term borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥ 602 ¥ 602 ¥ — ¥ 599
Deposits received at banks . . . . . . . . . . . . . . . . . . . . . . . . . . .
1,114
1,114
—
1,114
Securities sold under agreements to repurchase . . . . . . . . . . . 13,938 13,938—
13,938
Securities loaned . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2,360
2,360
—
2,360
Long-term borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
8,227
8,202
134
7,674
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥26,241 ¥26,216 ¥ 134 ¥25,685

¥

3
0
0
—
394
¥397

Billions of yen
March 31, 2015(1)Fair value by level
Carrying
value

Fair value

Level 1

Level 2

Level 3

Assets:Cash and cash equivalents . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥ 1,315 ¥ 1,315 ¥1,315 ¥ —Time deposits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
328
328
—
328
Deposits with stock exchanges and other segregated cash . . .
453
453
—
453
Loans receivable(2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1,460
1,460
—
1,141
Securities purchased under agreements to resell . . . . . . . . . .
8,481
8,481
—
8,479
Securities borrowed . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
8,238
8,238
—
8,238
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥20,275 ¥20,275 ¥1,315 ¥18,639

¥—
—
—
319
2
—
¥321

Liabilities:
Short-term borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥ 662 ¥ 662 ¥ — ¥ 661
Deposits received at banks . . . . . . . . . . . . . . . . . . . . . . . . . . .
1,220
1,220
—
1,220
Securities sold under agreements to repurchase . . . . . . . . . . . 12,217 12,217—
12,214
Securities loaned . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2,494
2,494
—
2,494
Long-term borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
8,336
8,365
80
7,760
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥24,929 ¥24,958 ¥ 80 ¥24,349(1) Includes financial instruments which are carried at fair value on a recurring basis.
(2) Carrying values are shown after deducting relevant allowances for credit losses.

F-63

¥

1
0
3
—
525
¥529

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
For the estimated fair value of liabilities relating to investment contracts underwritten by Nomura’s
insurance subsidiary, see Note 9 “Other assets—Other/Other liabilities” in our consolidated financial statements
included in this annual report.
Assets and liabilities measured at fair value on a nonrecurring basis
In addition to financial instruments carried at fair value on a recurring basis, Nomura also measures otherfinancial and non-financial assets and liabilities at fair value on a nonrecurring basis, where the primarymeasurement basis is not fair value. Fair value is only used in specific circumstances after initial recognition suchas to measure impairment.
As of March 31, 2014, goodwill allocated to a certain reporting unit was measured at fair value on anonrecurring basis. The relevant goodwill, which is reported within Other assets—Other in the consolidatedbalance sheets, was written down to its estimated fair value of ¥3 billion as a result of this impairment. Fair value
was determined using a DCF valuation technique and consequently, this nonrecurring fair value measurement
was determined using valuation inputs which would be classified in Level 3 of the fair value hierarchy.
As of March 31, 2015, there were no significant amount of assets and liabilities which were measured at fairvalue on a nonrecurring basis.
3. Derivative instruments and hedging activities:
Nomura uses a variety of derivative financial instruments, including futures, forwards, options and swaps,
for both trading and non-trading purposes.
Derivatives used for trading purposes
In the normal course of business, Nomura enters into transactions involving derivative financial instruments
to meet client needs, for trading purposes, and to reduce its own exposure to loss due to adverse fluctuations ininterest rates, currency exchange rates and market prices of securities. These financial instruments include
contractual agreements such as commitments to swap interest payment streams, exchange currencies or purchaseor sell securities and other financial instruments on specific terms at specific future dates.
Nomura maintains active trading positions in a variety of derivative financial instruments. Most of
Nomura’s trading activities are client oriented. Nomura utilizes a variety of derivative financial instruments as ameans of bridging clients’ specific financial needs and investors’ demands in the securities markets. Nomura also
actively trades securities and various derivatives to assist its clients in adjusting their risk profiles as marketschange. In performing these activities, Nomura carries an inventory of capital markets instruments and maintains
its access to market liquidity by quoting bid and offer prices to and trading with other market makers. These
activities are essential to provide clients with securities and other capital market products at competitive prices.
Futures and forward contracts are commitments to either purchase or sell securities, foreign currency orother capital market instruments at a specific future date for a specified price and may be settled in cash or
through delivery. Foreign exchange contracts include spot and forward contracts and involve the exchange of twocurrencies at a rate agreed by the contracting parties. Risks arise from the possible inability of counterparties tomeet the terms of their contracts and from movements in market prices. Futures contracts are executed throughregulated exchanges which clear and guarantee performance of counterparties. Accordingly, credit risk
associated with futures contracts is considered minimal. In contrast, forward contracts are generally negotiatedbetween two counterparties and, therefore, are subject to the performance of the related counterparties.
F-64

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Options are contracts that grant the purchaser, for a premium payment, the right to either purchase or sell afinancial instrument at a specified price within a specified period of time or on a specified date from or to thewriter of the option. The writer of options receives premiums and bears the risk of unfavorable changes in themarket price of the financial instruments underlying the options.
Swaps are contractual agreements in which two counterparties agree to exchange certain cash flows, at
specified future dates, based on an agreed contract. Certain agreements may result in combined interest rate andforeign currency exposures. Entering into swap agreements may involve the risk of credit losses in the event ofcounterparty default.
To the extent these derivative financial instruments are economically hedging financial instruments or
securities positions of Nomura, the overall risk of loss may be fully or partly mitigated by the hedged position.
Nomura seeks to minimize its exposure to market risk arising from its use of these derivative financial
instruments through various control policies and procedures, including position limits, monitoring proceduresand hedging strategies whereby Nomura enters into offsetting or other positions in a variety of financial
instruments.
Derivatives used for non-trading purposes
Nomura’s principal objectives in using derivatives for non-trading purposes are to manage interest rate risk,
to modify the interest rate characteristics of certain financial liabilities, to manage foreign exchange risk ofcertain foreign currency denominated debt securities, to manage net investment exposure to fluctuations inforeign exchange rates arising from certain foreign operations and to mitigate equity price risk arising fromcertain stock-based compensation awards given to employees.
Credit risk associated with derivatives utilized for non-trading purposes is controlled and managed in thesame way as credit risk associated with derivatives utilized for trading purposes.
Nomura designates certain derivative financial instruments as fair value hedges of interest rate risk arisingfrom specific financial liabilities and foreign currency risk arising from specific foreign currency denominateddebt securities. These derivatives are effective in reducing the risk associated with the exposure being hedged
and are highly correlated with changes in the fair value and foreign currency rates of the underlying hedged
items, both at inception and throughout the life of the hedge contract. Changes in fair value of the hedging
derivatives are reported together with those of the hedged assets and liabilities through the consolidated
statements of income within Interest expense or Revenue—Other.
Derivative financial instruments designated as hedges of the net investment in foreign operations relate tospecific subsidiaries with non-Japanese Yen functional currencies. When determining the effectiveness of net
investment hedges, the effective portion of the change in fair value of the hedging derivative is determined bychanges in spot exchange rates and is reported through NHI shareholders’ equity within Accumulated othercomprehensive income (loss). Changes in fair value of the hedging derivatives attributable to changes in the
difference between the forward rate and spot rate are excluded from the measure of hedge effectiveness and arereported in the consolidated statements of income within Revenue—Other.

F-65

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Concentrations of credit risk for derivatives
The following tables present Nomura’s significant concentration of exposures to credit risk in OTC
derivatives with financial institutions including transactions cleared through central counterparties. The gross fairvalue of derivative assets represents the maximum amount of loss due to credit risk that Nomura would incur if
the counterparties of Nomura failed to perform in accordance with the terms of the instruments and any collateralor other security Nomura held in relation to those instruments proved to be of no value.

Gross fair value ofderivative assets

Financial institutions . . . . . . . . . . . . . . . . . . . . . . . . . .

Billions of yen
March 31, 2014
Impact ofmaster netting Impact ofagreements
collateral¥20,355¥(18,481)

Gross fair value ofderivative assets

Financial institutions . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ (936)

Billions of yen
March 31, 2015
Impact ofmaster netting Impact ofagreements
collateral¥33,930¥(31,773)

Net exposure tocredit risk

¥938

Net exposure tocredit risk¥(1,713)¥444

Derivative activities
The following tables quantify the volume of Nomura’s derivative activity through a disclosure of notionalamounts, in comparison with the fair value of those derivatives. All amounts are disclosed on a gross basis, prior
to counterparty netting of derivative assets and liabilities and cash collateral netting against net derivatives.
Billions of yen
March 31, 2014
Derivative assets
Derivative liabilities
Notional
Fair value
Notional(1)Fair value(1)Derivatives used for trading and non-trading purposes(2)(3):
Equity contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest rate contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Credit contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign exchange contracts . . . . . . . . . . . . . . . . . . . . . . . .
Commodity contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥15,761
1,132,306
38,136
108,595
46¥ 1,922
19,459
1,314
3,312
0

¥

14,911
1,098,406
40,310113,91537¥ 2,254
19,249
1,623
2,938
0

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥1,294,844¥26,007¥1,267,579¥26,064

Derivatives designated as hedging instruments:
Interest rate contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign exchange contracts . . . . . . . . . . . . . . . . . . . . . . . .

¥

2,143
109

¥

62
0

¥

296
116

¥

2
2

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥

2,252

¥

62

¥

412

¥

4

Total derivatives . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥1,297,096

F-66¥26,069¥1,267,991¥26,068

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Billions of yen
March 31, 2015
Derivative assets
Derivative liabilities
Notional
Fair value
Notional(1)Fair value(1)Derivatives used for trading and non-trading purposes(2)(3):
Equity contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest rate contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Credit contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign exchange contracts . . . . . . . . . . . . . . . . . . . . . . . .
Commodity contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥20,681
1,367,970
30,055
136,68313¥ 1,747
31,611
1,111
7,576
0

¥

20,431
1,343,616
29,689126,75039¥ 1,983
31,691
1,118
6,990
1

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥1,555,402¥42,045¥1,520,525¥41,783

Derivatives designated as hedging instruments:
Interest rate contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign exchange contracts . . . . . . . . . . . . . . . . . . . . . . . .

¥

1,741
177

¥

54
1

¥

199
161

¥

0
2

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥

1,918

¥

55

¥

360

¥

2

Total derivatives . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥1,557,320¥42,100¥1,520,885¥41,785(1) Includes the amount of embedded derivatives bifurcated in accordance with ASC 815.
(2) Each derivative classification includes derivatives referencing multiple risk components. For example,
interest rates contracts include complex derivatives referencing interest rate risk as well as foreign exchange
risk or other factors such as prepayment rates. Credit contracts include credit default swaps as well asderivatives referencing corporate and government securities.
(3) As of March 31, 2014 and 2015, the amounts reported include derivatives used for non-trading purposes
which are not designated as fair value or net investment hedges. These amounts have not been separately
presented since such amounts were not significant.
Changes in fair value are recognized either through earnings or other comprehensive income depending on
the purpose for which the derivatives are used.
Offsetting of derivatives
Counterparty credit risk associated with derivative financial instruments is controlled by Nomura throughcredit approvals, limits and monitoring procedures. To reduce the risk of loss, Nomura requires collateral,principally cash collateral and government securities, for certain derivative transactions. In certain cases, Nomura
may agree for such collateral to be posted to a third-party custodian under a control agreement that enables
Nomura to take control of such collateral in the event of counterparty default. From an economic standpoint,
Nomura evaluates default risk exposure net of related collateral. Furthermore, OTC derivative transactions are
typically documented under industry standard master netting agreements which reduce Nomura’s credit exposure
to counterparties as they permit the close-out and offset of transactions and collateral amounts in the event ofdefault of the counterparty. For certain OTC centrally-cleared and exchange-traded derivatives, the clearing or
membership agreements entered into by Nomura provide similar rights to Nomura in the event of default of therelevant central clearing party or exchange. In order to support the enforceability of the close-out and offsetting
rights within these agreements, Nomura generally seeks to obtain an external legal opinion.
For certain types of counterparties and in certain jurisdictions, Nomura may enter into derivativetransactions which are not documented under a master netting agreement. Similarly, even when derivatives are
documented under such agreements, Nomura may not have yet sought evidence, or may not be able to obtain
F-67

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
evidence to determine with sufficient certainty that close-out and offsetting rights are legally enforceable. Thismay be the case where relevant local laws specifically prohibit such close-out and offsetting rights, or where
local laws are complex, ambiguous or silent on the enforceability of such rights, . This may include derivativetransactions executed with certain foreign governments, agencies, municipalities, central clearing counterparties,
exchanges and pension funds.
Nomura considers the enforceability of a master netting agreement in determining how credit risk arisingfrom transactions with a specific counterparty is hedged, how counterparty credit exposures are calculated andapplied to credit limits and the extent and nature of collateral requirements from the counterparty.
Derivative assets and liabilities with the same counterparty documented under a master netting agreement
are offset in the consolidated balance sheets where the specific criteria defined by ASC 210-20 and ASC 815 aremet. These criteria include requirements around the legal enforceability of such close-out and offset rights underthe master netting agreement. In addition, fair value amounts recognized for the right to reclaim cash collateral (areceivable) and the obligation to return cash collateral (a payable) are also offset against net derivative liabilities
and net derivative assets, respectively where certain additional criteria are met.
The following table presents information about offsetting of derivatives and related collateral amounts in the
consolidated balance sheets by type of derivative contract, together with the extent to which master netting
agreements entered into with counterparties, central clearing counterparties or exchanges permit additional
offsetting of derivatives and collateral in the event of counterparty default. Derivative transactions which are notdocumented under a master netting agreement or are documented under a master netting agreement for which
Nomura does not have sufficient evidence of enforceability are not offset in the following table.

Equity contracts
OTC settled bilaterally . . . . . . . . . . . . . . . . . . . . . . . . . . .
OTC centrally-cleared . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Exchange-traded . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest rate contracts
OTC settled bilaterally . . . . . . . . . . . . . . . . . . . . . . . . . . .
OTC centrally-cleared . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Exchange-traded . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Credit contracts
OTC settled bilaterally . . . . . . . . . . . . . . . . . . . . . . . . . . .
OTC centrally-cleared . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Exchange-traded . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign exchange contracts
OTC settled bilaterally . . . . . . . . . . . . . . . . . . . . . . . . . . .
OTC centrally-cleared . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Exchange-traded . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Commodity contracts
OTC settled bilaterally . . . . . . . . . . . . . . . . . . . . . . . . . . .
OTC centrally-cleared . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Exchange-traded . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total gross derivative balances(2) . . . . . . . . . . . . . . . . . . . . . . . . . . .
Less: Amounts offset in the consolidated balance sheets(3) . . . . . . .
Total net amounts reported on the face of the consolidated balance
sheets(4) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
F-68

Billions of yen
March 31, 2014
Derivative Derivative
assetsliabilities(1)Billions of yen
March 31, 2015
Derivative Derivative
assetsliabilities(1)¥ 1,162—760¥ 1,418—836¥ 1,191—556¥ 1,349—
634

10,4859,025
1110,2818,961
912,421
19,22618

12,58019,102
9

1,180
130
4

1,491
128
4

1,003
103
5

1,023
93
2

3,296
12
4

2,923
13
4

7,562
10
5

6,977
10
5

0

0

0

0

—

—

—

—

0
0
0
1
¥ 26,069 ¥ 26,068 ¥ 42,100 ¥ 41,785(23,764) (24,030) (40,514) (40,460)¥ 2,305¥ 2,038¥ 1,586¥ 1,325

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Billions of yen
March 31, 2014
Derivative Derivative
assetsliabilities(1)Billions of yen
March 31, 2015
Derivative Derivative
assetsliabilities(1)Less: Additional amounts not offset in the consolidated balance
sheets(5)Financial instruments and non-cash collateral . . . . . . . . . . . . .
Cash collateral . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ (168)(0)¥ (44)(0)¥ (252)—¥ (53)(4)

Net amount . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥2,137¥1,994¥1,334¥1,268(1) Includes the amount of embedded derivatives bifurcated in accordance with ASC 815.
(2) Includes all gross derivative asset and liability balances irrespective of whether they are transacted under amaster netting agreement or whether Nomura has obtained sufficient evidence of enforceability of themaster netting agreement. As of March 31, 2014, the gross balance of derivative assets and derivative
liabilities which are not documented under master netting agreements or are documented under masternetting agreements for which Nomura has not yet obtained sufficient evidence of enforceability was ¥744
billion and ¥808 billion, respectively. As of March 31, 2015, the gross balance of such derivative assets andderivative liabilities was ¥298 billion and ¥447 billion, respectively.
(3) Represents amounts offset through counterparty netting of derivative assets and liabilities as well as cash
collateral netting against net derivatives under master netting and similar agreements for which Nomura has
obtained sufficient evidence of enforceability in accordance with ASC 815. As of March 31, 2014, Nomura
offset a total of ¥1,283 billion of cash collateral receivables against net derivative liabilities and ¥1,017
billion of cash collateral payables against net derivative assets. As of March 31, 2015, Nomura offset a totalof ¥1,830 billion of cash collateral receivables against net derivative liabilities and ¥1,884 billion of cash
collateral payables against net derivative assets.
(4) Net derivative assets and net derivative liabilities are generally reported within Trading assets and private
equity investments—Trading assets and Trading liabilities, respectively in the consolidated balance sheet.
Bifurcated embedded derivatives are reported within Short-term borrowings or Long-term borrowings
depending on the maturity of the underlying host contract.
(5) Represents amounts which are not permitted to be offset on the face of the consolidated balance sheets inaccordance with ASC 210-20 and ASC 815 but which provide Nomura with a legally enforceable right ofoffset in the event of counterparty default. Amounts relating to derivative and collateral agreements where
Nomura has not yet obtained sufficient evidence of enforceability of such offsetting rights are excluded. Asof March 31, 2014, a total of ¥203 billion of cash collateral receivables and ¥643 billion of cash collateralpayables, including amounts reported in the table, have not been offset against net derivatives. As of
March 31, 2015, a total of ¥223 billion of cash collateral receivables and ¥757 billion of cash collateralpayables, including amounts reported in the table, have not been offset against net derivatives.
Derivatives used for trading purposes
Derivative financial instruments used for trading purposes, including bifurcated embedded derivatives, arecarried at fair value with changes in fair value recognized through the consolidated statements of income within
Revenue—Net gain on trading.

F-69

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
The following table presents amounts included in the consolidated statements of income related toderivatives used for trading and non-trading purposes by type of underlying derivative contract.
Billions of yen
Year ended March 31
2013
2014
2015

Derivatives used for trading and non-trading purposes(1)(2):
Equity contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest rate contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Credit contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign exchange contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Commodity contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ (69) ¥ (91) ¥ (9)65
102 (105)(18) (123)
11
(329)
(30)
(17)
(0)
1
(2)

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥(351) ¥(141) ¥(122)(1) Each derivative classification includes derivatives referencing multiple risk components. For example,
interest rates contracts include complex derivatives referencing interest rate risk as well as foreign exchange
risk or other factors such as prepayment rates. Credit contracts include credit default swaps as well asderivatives referencing corporate and government securities.
(2) Includes net gains (losses) on derivatives used for non-trading purposes which are not designated as fairvalue or net investment hedges. For the years ended March 31, 2013, 2014 and 2015, these amounts havenot been separately presented as net gains (losses) for these non-trading derivatives were not significant.
Fair value hedges
Nomura issues Japanese Yen and foreign currency denominated debt with both fixed and floating interest
rates. Nomura generally enters into swap agreements to convert fixed rate interest payments on its debt
obligations to a floating rate and applies fair value hedge accounting to these instruments.
Also, Nomura’s insurance subsidiary holds foreign currency denominated non-trading debt securities. The
insurance subsidiary generally enters into swap agreements to convert foreign currency denominated principal
amounts of these debt securities into its functional currency and applies fair value hedge accounting to these
instruments.
Derivative financial instruments designated as fair value hedges are carried at fair value. Changes in fairvalue of the hedging derivatives are recognized together with those of the hedged liabilities and hedged debt
securities in the consolidated statements of income within Interest expense and Revenue—Other, respectively.
The following table presents amounts included in the consolidated statements of income related to derivatives
designated as fair value hedges by type of underlying derivative contract and the nature of the hedged item.
Billions of yen
Year ended March 31
2013
2014
2015

Derivatives designated as hedging instruments:
Interest rate contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥ 33
Foreign exchange contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
—¥Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥

F-70

¥ 33

2

¥ 29
(1)

2

¥ 28

—

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Billions of yen
Year ended March 31
2013
2014
2015

Hedged items:
Long-term borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Non-trading debt securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ (33) ¥ (2) ¥(29)——
1

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ (33) ¥ (2) ¥(28)

Net investment hedges
Nomura designates foreign currency forwards and foreign currency denominated long-term debt as hedgesof certain subsidiaries with significant foreign exchange risks and applies hedge accounting to these instruments.
Accordingly, the effective hedging portion of the foreign exchange gains (losses) arising from the derivative
contracts and non-derivative financial products designated as hedges is recognized through the consolidated
statements of comprehensive income within Other comprehensive income (loss)—Change in cumulativetranslation adjustments, net of tax. This is offset by the foreign exchange adjustments arising from consolidationof the relevant foreign subsidiaries.
The following table presents gains (losses) from derivatives and non-derivatives designated as net
investment hedges included in the consolidated statements of comprehensive income.
Billions of yen
Year ended March 31
2013
2014
2015

Hedging instruments:
Foreign exchange contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Long-term borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥(14) ¥ (12) ¥ 7(15) ——

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥(29) ¥ (12) ¥7(1) The portion of gains (losses) representing the amount of hedge ineffectiveness and the amount excluded
from the assessment of hedge effectiveness are recognized within Revenue—Other in the consolidated
statements of income. The amount of gains (losses) was not significant during the years ended March 31,
2013, 2014 and 2015.
Derivatives containing credit risk related contingent features
Nomura enters into certain OTC derivatives and other agreements containing credit-risk-related contingent
features. These features would require Nomura to post additional collateral or settle the instrument uponoccurrence of a credit event, the most common of which would be a downgrade in the Company’s long-term
credit rating.
The aggregate fair value of all derivative instruments with credit-risk-related contingent features that are ina liability position as of March 31, 2014, was ¥973 billion with related collateral pledged of ¥747 billion. In theevent of a one-notch downgrade to Nomura’s long-term credit rating in effect as of March 31, 2014, theaggregate fair value of assets that would have been required to be posted as additional collateral or that would
have been needed to settle the instruments immediately was ¥102 billion.

F-71

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
The aggregate fair value of all derivative instruments with credit-risk-related contingent features that are ina liability position as of March 31, 2015, was ¥874 billion with related collateral pledged of ¥708 billion. In theevent of a one-notch downgrade to Nomura’s long-term credit rating in effect as of March 31, 2015, theaggregate fair value of assets that would have been required to be posted as additional collateral or that would
have been needed to settle the instruments immediately was ¥19 billion.
Credit derivatives
Credit derivatives are derivative instruments in which one or more of their underlyings are related to thecredit risk of a specified entity (or group of entities) or an index based on the credit risk of a group of entities that
expose the seller of credit protection to potential loss from credit risk related events specified in the contract.
Written credit derivatives are instruments or embedded features where Nomura assumes third party credit
risk, either as guarantor in a guarantee-type contract, or as the party that provides credit protection in an optiontype contract, credit default swap, or any other credit derivative contract.
Nomura enters into credit derivatives as part of its normal trading activities as both purchaser and seller ofprotection for credit risk mitigation, proprietary trading positions and for client transactions.
The most significant type of credit derivatives used by Nomura are single-name credit default swaps wheresettlement of the derivative is based on the credit risk of a single third party. Nomura also writes credit
derivatives linked to the performance of credit default indices and issues other credit risk related portfolio
products.
Nomura would have to perform under a credit derivative contract if a credit event as defined in therespective contract occurs. Typical credit events include bankruptcy, failure to pay and restructuring of
obligations of the reference asset.
Credit derivative contracts written by Nomura are either cash or physically settled. In cash-settled
instruments, once payment is made upon an event of a default, the contract usually terminates with no further
payments due. Nomura generally has no right to assume the reference assets of the counterparty in exchange forpayment, nor does Nomura usually have any direct recourse to the actual issuers of the reference assets torecover the amount paid. In physically settled contracts, upon a default event, Nomura takes delivery of thereference asset in return for payment of the full notional amount of the contract.
Nomura actively monitors and manages its credit derivative exposures. Where protection is sold, risks may
be mitigated by purchasing credit protection from other third parties either on identical underlying reference
assets or on underlying reference assets with the same issuer which would be expected to behave in a correlated
fashion. The most common form of recourse provision to enable Nomura to recover from third parties any
amounts paid under a written credit derivative is therefore not through the derivative itself but rather through theseparate purchase of credit derivatives with identical or correlated underlyings.
Nomura quantifies the value of these purchased contracts in the following tables in the column titled“Purchased Credit Protection”. These amounts represent purchased credit protection with identical underlyings to
the written credit derivative contracts which act as a hedge against Nomura’s exposure. To the extent Nomura isrequired to pay out under the written credit derivative, a similar amount would generally become due to Nomura
under the purchased hedge.

F-72

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Credit derivatives have a stated notional amount which represents the maximum payment Nomura may berequired to make under the contract. However, this is generally not a true representation of the amount Nomura
will actually pay as in addition to purchased credit protection, other risk mitigating factors reduce the likelihood
and amount of any payment, including:
The probability of default: Nomura values credit derivatives taking into account the probability that theunderlying reference asset will default and that Nomura will be required to make payments under the contract.
Based on historical experience and Nomura’s assessment of the market, Nomura believes that the probability that
all reference assets on which Nomura provides protection will default in a single period is remote. The disclosed
notional amount, therefore, significantly overstates Nomura’s realistic exposure on these contracts.
The recovery value on the underlying asset: In the case of a default, Nomura’s liability on a contract islimited to the difference between the notional amount and the recovery value of the underlying reference asset.
While the recovery value on a defaulted asset may be minimal, this does reduce amounts paid on these contracts.
Nomura holds assets as collateral in relation to written credit derivatives. However, these amounts do notenable Nomura to recover any amounts paid under the credit derivative but rather mitigate the risk of economic
loss arising from a counterparty defaulting against amounts due to Nomura under the contract. Collateralrequirements are determined on a counterparty level rather than individual contract, and also generally cover all
types of derivative contracts rather than just credit derivatives.
The following tables present information about Nomura’s written credit derivatives and purchased credit
protection with identical underlyings as of March 31, 2014 and 2015.

Single-name credit default
swaps . . . . . . . . . . . . . . . .
Credit default indices . . . . . .
Other credit risk related
portfolio products . . . . . . .
Credit risk related options
and swaptions . . . . . . . . . .
Total . . . . . . . . . . . . . . . . . . .

Billions of yen
March 31, 2014
Maximum potential payout/NotionalYears to maturity
Less than
1 to 33 to 5More than
1 yearyears
years
5 years

Purchased
creditprotection

Notional

Carrying value(Asset) / Liability(1)Total¥(235)(32)¥21,070
9,082¥4,1671,215¥ 8,306
3,552¥ 6,610
3,582¥1,987733¥18,689
7,704

123

1,574

523

398

201

452

1,097

(1)

676

—

—

504

172

548

¥(145)¥32,402¥5,905¥12,256¥10,897¥3,344¥28,038

F-73

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Single-name credit default
swaps . . . . . . . . . . . . . . . . . .
Credit default indices . . . . . . . .
Other credit risk related
portfolio products . . . . . . . . .
Credit risk related options andswaptions . . . . . . . . . . . . . . .
Total . . . . . . . . . . . . . . . . . . . . .

Billions of yen
March 31, 2015
Maximum potential payout/NotionalYears to maturity
Less than
1 to 33 to 5More than
1 yearyears
years
5 years

Notional
Purchased
creditprotection

Carrying value(Asset) / Liability(1)

Total

¥(21)
(22)

¥18,808
6,044¥4,146919¥7,396
1,926¥5,6572,462¥1,609737¥16,519
5,240

(8)

673

324

217

117

15

293

0
¥(51)

300
¥25,825—¥5,389—¥9,539255¥8,49145¥2,406

255¥22,307(1) Carrying value amounts are shown on a gross basis prior to cash collateral or counterparty netting. Assetbalances represent positive fair value amounts caused by tightening of credit spreads of underlyings since
inception of the credit derivative contracts.
The following tables present information about Nomura’s written credit derivatives by external credit ratingof the underlying asset. Ratings are based on Standard & Poor’s Financial Services LLC (“S&P”), or if not rated
by S&P, based on Moody’s Investors Service, Inc. If ratings from either of these agencies are not available, theratings are based on Fitch Ratings Ltd. or Japan Credit Rating Agency, Ltd. For credit default indices, the rating
is determined by taking the weighted average of the external credit ratings given for each of the underlying
reference entities comprising the portfolio or index.

AAA

Single-name credit default swaps . . . . . . . . . ¥2,125
Credit default indices . . . . . . . . . . . . . . . . . .
86
Other credit risk related portfolio
products . . . . . . . . . . . . . . . . . . . . . . . . . .
22
Credit risk related options and swaptions . .
—Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥2,233

AAA

Single-name credit default swaps . . . . . . . . . ¥1,768
Credit default indices . . . . . . . . . . . . . . . . . .
85
Other credit risk related portfolio
products . . . . . . . . . . . . . . . . . . . . . . . . . .
38
Credit risk related options and swaptions . .
—Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥1,891

AA

Billions of yen
March 31, 2014
Maximum potential payout/Notional
A
BBB
BB
Other(1)¥ 7,3622,884¥3,231
1,341

Total

¥1,331
23¥ 5,232
4,445¥1,789303¥21,070
9,082——¥1,354

1
—
4
1,547
387
195
94
—
¥10,065 ¥10,441 ¥4,670 ¥3,639

1,574
676
¥32,402

AA

Billions of yen
March 31, 2015
Maximum potential payout/Notional
A
BBB
BB
Other(1)Total¥1,41814¥ 4,766
3,936¥ 6,722
1,306¥2,526376¥1,608327¥18,808
6,044——¥1,4321
4277—¥ 8,980 ¥ 8,032

1—¥2,903

629
673
23
300
¥2,587 ¥25,825(1) “Other” includes credit derivatives where the credit rating of the underlying reference asset is below
investment grade or where a rating is unavailable.
F-74

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Derivatives entered into in contemplation of sales of financial assets
Nomura enters into transactions which involve both the transfer of financial assets to a third party
counterparty and a separate agreement with the same counterparty entered into in contemplation of the initialtransfer through which Nomura retains substantially all of the exposure to the economic return on the transferredfinancial assets throughout the term of the transaction. These transactions primarily include sales of securities
with bilateral OTC total return swaps or other derivative agreements which are in-substance total return swaps.
These transactions are accounted for as sales of the securities with the derivative accounted for separately if thecriteria for derecognition of the securities under ASC 860 are met. Where the derecognition criteria are not met,
the transfer and separate derivative are accounted for as a single collateralized financing transaction which isreported within Long-term borrowings—Trading balances of secured borrowings in the consolidated balance
sheets.
As of March 31, 2015 there were no outstanding sales with total return swap or in-substance total returnswap transactions accounted for as sales rather than collateralized financing transactions.
4. Collateralized transactions:
Nomura enters into collateralized transactions, including reverse repurchase agreements, repurchaseagreements, securities borrowing transactions, securities lending transactions, other secured borrowings andsimilar transactions mainly to meet clients’ needs, finance trading inventory positions and obtain securities forsettlements.
Reverse repurchase agreements, repurchase agreements, securities borrowing transactions and securities
lending transactions are typically documented under industry standard master netting agreements which reduce
Nomura’s credit exposure to counterparties as they permit the close-out and offset of transactions and collateralamounts in the event of default of the counterparty. For certain centrally-cleared reverse repurchase andrepurchase agreements, the clearing or membership agreements entered into by Nomura provide similar rights to
Nomura in the event of default of the relevant central clearing counterparty. In order to support the enforceabilityof the close-out and offsetting rights within these agreements, Nomura generally seeks to obtain an external legal
opinion.
For certain types of counterparty and in certain jurisdictions, Nomura may enter into reverse repurchaseagreements, repurchase agreements, securities borrowing and securities lending transactions which are notdocumented under a master netting agreement. Similarly, even when these transactions are documented undersuch agreements, Nomura may not have yet sought evidence, or may not be able to obtain evidence to determinewith sufficient certainty that the close-out and offsetting rights are legally enforceable. This may be the casewhere relevant local laws specifically prohibit such close-out and offsetting rights, or where local laws arecomplex, ambiguous or silent on the enforceability of such rights. This may include reverse repurchaseagreements, repurchase agreements, securities borrowing and securities lending transactions executed withcertain foreign governments, agencies, municipalities, central clearing counterparties, agent banks and pension
funds.
Nomura considers the enforceability of a master netting agreement in determining how credit risk arisingfrom transactions with a specific counterparty is hedged, how counterparty credit exposures are calculated andapplied to credit limits and the extent and nature of collateral requirements from the counterparty.
In all of these transactions, Nomura either receives or provides collateral, including Japanese and nonJapanese government, agency, mortgage-backed, bank and corporate debt securities and equities. In most cases,
F-75

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Nomura is permitted to use the securities received to enter into repurchase agreements, enter into securities
lending transactions or to cover short positions with counterparties. In repurchase and reverse repurchaseagreements, the value of collateral typically exceeds the amount of cash transferred. Collateral is generally in theform of securities. Securities borrowing transactions generally require Nomura to provide the counterparty withcollateral in the form of cash or other securities. For securities lending transactions, Nomura generally receives
collateral in the form of cash or other securities. Nomura monitors the market value of the securities either
received from or provided to the counterparty. Additional cash or securities are exchanged as necessary, toensure that such transactions are adequately collateralized throughout the life of the transactions.
Offsetting of certain collateralized transactions
Reverse repurchase agreements and repurchase agreements, securities borrowing and lending transactions
with the same counterparty documented under a master netting agreement are offset in the consolidated balance
sheets where the specific criteria defined by ASC 210-20 are met. These criteria include requirements around thematurity of the transactions, the underlying systems on which the collateral is settled, associated banking
arrangements and the legal enforceability of close-out and offsetting rights under the master netting agreement.
The following tables present information about offsetting of these transactions in the consolidated balance
sheets, together with the extent to which master netting agreements entered into with counterparties and central
clearing parties permit additional offsetting in the event of counterparty default. Transactions which are notdocumented under a master netting agreement or are documented under a master netting agreement for which
Nomura does not have sufficient evidence of enforceability are not offset in the following table.
Billions of yen
March 31, 2014
Assets
ReverseSecurities
repurchaseborrowing
agreements transactions

Liabilities
Securities
Repurchaselendingagreements transactions

Total gross balance(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Less: Amounts offset in the consolidated balance sheets(2) . .

¥ 20,244(10,626)¥ 7,729(5)¥ 24,564(10,626)¥ 2,602(5)

Total net amounts of reported on the face of the consolidatedbalance sheets(3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 9,618¥ 7,724¥ 13,938¥ 2,597

Less: Additional amounts not offset in the consolidatedbalance sheets(4)Financial instruments and non-cash collateral . . . . . . . .
Cash collateral . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(7,930)(0)(5,725)—(9,867)(0)(2,235)—

Net amount . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 1,688¥ 1,999¥ 4,071

F-76

¥

362

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Billions of yen
March 31, 2015
Assets
ReverseSecurities
repurchaseborrowing
agreements transactions

Liabilities
Securities
Repurchaselendingagreements transactions

Total gross balance(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Less: Amounts offset in the consolidated balance sheets(2) . .

¥ 25,532(17,051)¥ 8,460(242)¥ 29,268(17,051)¥ 2,924(242)

Total net amounts of reported on the face of the consolidatedbalance sheets(3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 8,481¥ 8,218¥ 12,217¥ 2,682

Less: Additional amounts not offset in the consolidatedbalance sheets(4)Financial instruments and non-cash collateral . . . . . . . .
Cash collateral . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(6,295)(1)(6,531)—(10,058)—(2,371)—

Net amount . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 2,185¥ 1,687¥ 2,159¥311(1) Includes all recognized balances irrespective of whether they are transacted under a master netting agreement
or whether Nomura has obtained sufficient evidence of enforceability of the master netting agreement.
Amounts include transactions carried at fair value through election of the fair value option. As of March 31,
2014, the gross balance of reverse repurchase agreements and repurchase agreements which were nottransacted under master netting agreements or are documented under master netting agreements for which
Nomura has not yet obtained sufficient evidence of enforceability was ¥1,278 billion and ¥3,918 billion,
respectively. As of March 31, 2014, the gross balance of securities borrowing transactions and securities
lending transactions which were not transacted under master netting agreements or are documented undermaster netting agreements for which Nomura has not yet obtained sufficient evidence of enforceability was¥1,751 billion and ¥137 billion, respectively. As of March 31, 2015, the gross balance of reverse repurchaseagreements and repurchase agreements which were not transacted under master netting agreements or are
documented under master netting agreements for which Nomura has not yet obtained sufficient evidence ofenforceability was ¥1,979 billion and ¥2,091 billion, respectively. As of March 31, 2015, the gross balance of
securities borrowing transactions and securities lending transactions which were not transacted under masternetting agreements or are documented under master netting agreements for which Nomura has not yet obtained
sufficient evidence of enforceability was ¥1,507 billion and ¥52 billion, respectively.
(2) Represents amounts offset through counterparty netting under master netting and similar agreements forwhich Nomura has obtained sufficient evidence of enforceability in accordance with ASC 210-20. Amounts
offset include transactions carried at fair value through election of the fair value option.
(3) Reverse repurchase agreements and securities borrowing transactions are reported within Collateralized
agreements—Securities purchased under agreements to resell and Collateralized agreements—Securities
borrowed in the consolidated balance sheets, respectively. Repurchase agreements and securities lendingtransactions are reported within Collateralized financing—Securities sold under agreements to repurchase
and Collateralized financing—Securities loaned in the consolidated balance sheets, respectively. Amounts
reported under securities lending transactions also include transactions where Nomura lends securities andreceives securities that can be sold or pledged as collateral. Nomura recognizes the securities received at fairvalue and a liability for the same amount, representing the obligation to return those securities. The liability
is reported within Other liabilities in the consolidated balance sheets.
(4) Represents amounts which are not permitted to be offset on the face of the balance sheet in accordance withASC 210-20 but which provide Nomura with the right of offset in the event of counterparty default.
Amounts relating to agreements where Nomura has not yet obtained sufficient evidence of enforceability ofsuch offsetting rights are excluded.
F-77

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Collateral received by Nomura
The following table presents the fair value of securities received as collateral, securities borrowed withcollateral and securities borrowed without collateral, which Nomura is permitted to sell or repledge, and the
portion that has been sold or repledged as of March 31, 2014 and 2015.
Billions of yen
March 312014
2015

The fair value of securities received as collateral, securities borrowed as collateral andsecurities borrowed without collateral where Nomura is permitted by contract or custom
to sell or repledge the securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
The portion of the above that has been sold (reported within Trading liabilities in the
consolidated balance sheets) or repledged . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥35,530¥45,397

28,95939,165Collateral pledged by Nomura
Nomura pledges firm-owned securities to collateralize repurchase transactions, other secured financings andderivative transactions. Pledged securities that can be sold or repledged by the transferee, including Gensaki
Repo transactions, are reported in parentheses as Securities pledged as collateral within Trading assets in the
consolidated balance sheets.
The following table presents the carrying amounts of financial assets recognized in the consolidated balance
sheets which have been pledged as collateral, primarily to stock exchanges and clearing organizations, without
allowing the secured party the right to sell or repledge them by type of asset as of March 31, 2014 and 2015.
Millions of yen
March 312014
2015

Trading assets:
Equities and convertible securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥ 174,753 ¥ 95,331
Government and government agency securities . . . . . . . . . . . . . . . . . . . . . . . . . . .
991,430
1,122,308
Bank and corporate debt securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
150,183
139,062
Commercial mortgage-backed securities (“CMBS”) . . . . . . . . . . . . . . . . . . . . . . .
35,67132,894
Residential mortgage-backed securities (“RMBS”) . . . . . . . . . . . . . . . . . . . . . . . .
1,141,726
1,391,414
Collateralized debt obligations (“CDOs”) and other(1) . . . . . . . . . . . . . . . . . . . . . .
82,237
104,877
Investment trust funds and other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
18,50345,619¥2,594,503
Deposits with stock exchanges and other segregated cash . . . . . . . . . . . . . . . . . . . . . . . ¥Non-trading debt securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Investments in and advances to affiliated companies . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥4,630 ¥
42,08728,642 ¥(1) Includes CLOs and ABS such as those secured on credit card loans, auto loans and student loans.

F-78¥2,931,505—
47,95932,034

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
The following table presents the carrying amount of financial and non-financial assets recognized in the
consolidated balance sheets, other than those disclosed above, which are subject to lien as of March 31, 2014 and 2015.
Millions of yen
March 3120142015

Loans and receivables . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥
141 ¥
1,220
Trading assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1,293,036
1,833,959
Office buildings, land, equipment and facilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
5,236
5,362
Non-trading debt securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
370,239
264,685
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
78
34¥1,668,730¥2,105,260

Assets in the above table were primarily pledged for secured borrowings, including other secured borrowings,
collateralized borrowings of consolidated VIEs, trading balances of secured borrowings, and derivative transactions.
See Note 10 “Borrowings” for further information regarding trading balances of secured borrowings.
5. Non-trading securities:
The following tables present information regarding the cost and/or amortized cost, gross unrealized gains
and losses and fair value of non-trading securities held by Nomura’s insurance subsidiary as of March 31, 2014
and 2015.

Cost and/or
amortized cost

Millions of yen
March 31, 2014
Unrealized gains and losses
Gross unrealized gains Gross unrealized losses

Fair value

Government, agency and municipal
securities(1) . . . . . . . . . . . . . . . . . . . . . .
Other debt securities(2) . . . . . . . . . . . . . . .
Equity securities(3) . . . . . . . . . . . . . . . . . . .

¥138,973
129,311
38,157

¥

842
6,851
14,508¥ 8691
43¥139,729
136,071
52,622

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥306,441¥22,201¥220¥328,422

Cost and/or
amortized cost

Millions of yen
March 31, 2015
Unrealized gains and losses
Gross unrealized gains Gross unrealized losses

Fair value

Government, agency and municipal
securities(1) . . . . . . . . . . . . . . . . . . . . . . .
Other debt securities(2) . . . . . . . . . . . . . . . .
Equity securities(3) . . . . . . . . . . . . . . . . . . .

¥106,785
161,63140,315¥ 5,123
22,71722,751

¥ 36
95
230

¥111,872
184,253
62,836

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥308,731¥50,591¥361¥358,961(1) Primarily Japanese government, agency and municipal securities.
(2) Primarily corporate debt securities.
(3) Primarily Japanese equity securities.
F-79

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
For the year ended March 31, 2014, non-trading securities of ¥138,231 million were disposed of resulting in¥4,405 million of realized gains and ¥81 million of realized losses. Total proceeds received from these disposals
were ¥142,554 million. For the year ended March 31, 2015, non-trading securities of ¥75,745 million were
disposed of resulting in ¥5,008 million of realized gains and ¥15 million of realized losses. Total proceeds
received from these disposals were ¥80,738 million. Related gains and losses were computed using the averagemethod. There were no transfers of non-trading securities to trading assets during the year.
The following table presents an analysis of the fair value of non-trading debt securities by residual
contractual maturity as of March 31, 2015. Actual maturities may differ from contractual maturities as certain
securities contain features that allow redemption of the securities prior to their contractual maturity.

Non-trading debt securities . . . . . . . . . . .

Total

Less than 1 year

¥296,127¥35,755

Millions of yen
March 31, 2015
Years to maturity
1 to 5 years 5 to 10 years¥138,531¥86,566

More than 10 years¥35,275

The following tables present the fair value and gross unrealized losses of non-trading securities aggregatedby the length of time that individual securities have been in a continuous unrealized loss position as of March 31,
2014 and 2015.

Less than 12 months
Grossunrealized
Fair value
lossesMillions of yen
March 31, 2014
More than 12 months
Grossunrealized
Fair value
lossesFair valueGrossunrealized
lossesGovernment, agency and municipal
securities . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other debt securities . . . . . . . . . . . . . . . . . . . .
Equity securities . . . . . . . . . . . . . . . . . . . . . . .

¥54,007
8,106
498

¥ 82
91
43

¥ 2,294
—
—

¥

4
—
—

¥56,301
8,106
498

¥ 86
91
43

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥62,611¥216¥ 2,294¥

4¥64,905

¥220

Total

Less than 12 months
Grossunrealized
Fair value
lossesMillions of yen
March 31, 2015
More than 12 months
Grossunrealized
Fair value
lossesFair valueGrossunrealized
lossesGovernment, agency and municipal
securities . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other debt securities . . . . . . . . . . . . . . . . . . . .
Equity securities . . . . . . . . . . . . . . . . . . . . . . .

¥17,536
12,814
2,064

¥

5
95
230

¥13,127
—
—

¥ 31
—
—

¥30,663
12,814
2,064

¥ 36
95
230

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥32,414¥330¥13,127¥ 31¥45,541

¥361

Total

As of March 31, 2014, the total number of non-trading securities in unrealized loss positions wasapproximately 60. As of March 31, 2015, the total number of non-trading securities in unrealized loss positions
was approximately 26.
F-80

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
For the years ended March 31, 2014 and 2015, other-than-temporary impairment losses recognized for nontrading equity securities and reported within Revenue—Other were ¥79 million and ¥16 million, respectively. For
the year ended March 31, 2014, the credit loss component of other-than-temporary impairment losses recognized
for non-trading debt securities was ¥25 million. For the year ended March 31, 2015 the credit loss component ofother-than-temporary impairment losses recognized for non-trading debt securities was ¥98 million. For the year
ended March 31, 2014 and March 31, 2015, the non-credit loss component of other-than-temporary impairment
losses recognized for Government, agency and municipal securities and other debt securities and reported within
Other comprehensive income (loss) were ¥(55) million and ¥31 million. For the year ended March 31, 2014 and2015, other gross unrealized losses of non-trading securities were considered temporary.
6. Securitizations and Variable Interest Entities:
Securitizations
Nomura utilizes special purpose entities (“SPEs”) to securitize commercial and residential mortgage loans,government agency and corporate securities and other types of financial assets. Those SPEs are incorporated as
stock companies, Tokumei kumiai (silent partnerships), Cayman special purpose companies (“SPCs”) or trust
accounts. Nomura’s involvement with SPEs includes structuring SPEs, underwriting, distributing and selling debt
instruments and beneficial interests issued by SPEs to investors. Nomura accounts for the transfer of financial
assets in accordance with ASC 860. This statement requires that Nomura accounts for the transfer of financial
assets as a sale when Nomura relinquishes control over the assets. ASC 860 deems control to be relinquishedwhen the following conditions are met: (a) the assets have been isolated from the transferor (even in bankruptcy
or other receivership), (b) the transferee has the right to pledge or exchange the assets received, or if thetransferee is an entity whose sole purpose is to engage in securitization or asset-backed financing activities, theholders of its beneficial interests have the right to pledge or exchange the beneficial interests, and (c) thetransferor has not maintained effective control over the transferred assets. Nomura may retain an interest in thefinancial assets, including residual interests in the SPEs. Any such interests are accounted for at fair value andreported within Trading assets in Nomura’s consolidated balance sheets, with the change in fair value reported
within Revenue-Net gain on trading. Fair value for retained interests in securitized financial assets is determinedby using observable prices; or in cases where observable prices are not available for certain retained interests,
Nomura estimates fair value based on the present value of expected future cash flows using its best estimates of
the key assumptions, including forecasted credit losses, prepayment rates, forward yield curves and discountrates commensurate with the risks involved. Nomura may also enter into derivative transactions in relation to theassets transferred to an SPE.
As noted above, Nomura may have continuing involvement with SPEs to which Nomura transferred assets.
For the years ended March 31, 2014 and 2015, Nomura received cash proceeds from SPEs in new securitizationsof ¥365 billion and ¥261 billion, respectively, and there was no associated profit on sale . For the years ended
March 31, 2014 and 2015, Nomura received debt securities issued by these SPEs with an initial fair value of¥1,423 billion and ¥1,276 billion, respectively, and cash inflows from third parties on the sale of those debt
securities of ¥830 billion and ¥823 billion, respectively. The cumulative balance of financial assets transferred toSPEs with which Nomura has continuing involvement was ¥5,035 billion and ¥5,656 billion as of March 31,
2014 and 2015, respectively. Nomura’s retained interests were ¥215 billion and ¥233 billion as of March 31,
2014 and 2015, respectively. For the years ended March 31, 2014 and 2015, Nomura received cash flows of ¥40
billion and ¥23 billion, respectively, from the SPEs on the retained interests held in the SPEs. Nomura hadoutstanding collateral service agreements and written credit default swap agreements in the amount of ¥4 billionand ¥2 billion as of March 31, 2014 and 2015, respectively. Nomura does not provide financial support to SPEs
beyond its contractual obligations.

F-81

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
The following tables present the fair value of retained interests which Nomura has continuing involvementin SPEs and their classification in the fair value hierarchy, categorized by the type of transferred assets as ofMarch 31, 2014 and 2015.
Billions of yen
March 31, 2014

Government, agency and municipal securities . . . . . . . . . . . .
Bank and corporate debt securities . . . . . . . . . . . . . . . . . . . .
CMBS and RMBS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Level 1

Level 2

Level 3

Total

Investment
grade

Other

¥—
—
—
¥—

¥195
—
19
¥214

¥—
0
1
¥ 1

¥195
0
20
¥215

¥195
—
1
¥196

¥—
0
19
¥ 19

Billions of yen
March 31, 2015

Government, agency and municipal securities . . . . . . . . . . . .
Bank and corporate debt securities . . . . . . . . . . . . . . . . . . . .
CMBS and RMBS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Level 1

Level 2

Level 3

Total

Investment
grade

Other

¥—
—
—
¥—

¥231
—
2
¥233

¥—
0
0
¥ 0

¥231
0
2
¥233

¥231
—
0
¥231

¥—
0
2
¥ 2

The following table presents the key economic assumptions used to determine the fair value of the retainedinterests and the sensitivity of this fair value to immediate adverse changes of 10% and 20% in those assumptions
as of March 31, 2014 and 2015.
Billions of yen, except percentages
Material retained interests held(1)as of March 31
2014
2015

Fair value of retained interests(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Weighted-average life (Years) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Constant prepayment rate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Impact of 10% adverse change . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Impact of 20% adverse change . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Discount rate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Impact of 10% adverse change . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Impact of 20% adverse change . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥201
7.5
6.2%
(2.3)
(4.0)
5.3%
(1.5)
(2.6)

¥208
5.4
6.1%
(2.3)
(4.3)
2.4%
(0.9)
(1.8)

(1) The sensitivity analysis covers the material retained interests held of ¥201 billion out of ¥215 billion as ofMarch 31, 2014 and ¥208 billion out of ¥233 billion as of March 31, 2015. Nomura considers the amount or
the probability of anticipated credit loss from the retained interests which Nomura continuously holds would
be minimal.
Changes in fair value based on 10% or 20% adverse changes generally cannot be extrapolated since therelationship of the change in assumption to the change in fair value may not be linear. The impact of a change ina particular assumption is calculated holding all other assumptions constant. For this reason, concurrent changes
in assumptions may magnify or counteract the sensitivities disclosed above. The sensitivity analyses arehypothetical and do not reflect Nomura’s risk management practices that may be undertaken under those stressscenarios.
F-82

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
The following table presents the type and carrying value of financial assets included within Trading assets
which have been transferred to SPEs but which do not meet the criteria for derecognition under ASC 860 as ofMarch 31, 2014 and 2015. These transfers are accounted for as secured financing transactions and generally
reported within Long-term borrowings. The assets are pledged as collateral of the associated liabilities andcannot be removed unilaterally by Nomura and the liabilities are non-recourse to Nomura.
Billions of yen
March 31
2014
2015

AssetsTrading assets
Equities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Debt securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
CMBS and RMBS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Long-term loans receivable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 99
64
23
7

¥ 83
26
22
—

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥193

¥131

Liabilities
Long-term borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥182

¥129

Variable Interest Entities (“VIEs”)
In the normal course of business, Nomura acts as a transferor of financial assets to VIEs, and underwriter,
distributor, and seller of repackaged financial instruments issued by VIEs in connection with its securitizationand equity derivative activities. Nomura retains, purchases and sells variable interests in VIEs in connection withits market-making, investing and structuring activities.
If Nomura has an interest in a VIE that provides Nomura with control over the most significant activities of
the VIE and the right to receive benefits or the obligation to absorb losses that could be significant to the VIE,
Nomura is the primary beneficiary of the VIE and must consolidate the entity, provided that Nomura does notmeet separate tests confirming that it is acting as a fiduciary for other interest holders. Nomura’s consolidated
VIEs include those that were created to market structured securities to investors by repackaging corporate
convertible securities, mortgages and mortgage-backed securities. Certain VIEs used in connection with
Nomura’s aircraft leasing business as well as other purposes are consolidated. Nomura also consolidates certain
investment funds, which are VIEs, and for which Nomura is the primary beneficiary.
The power to make the most significant decisions may take a number of different forms in different types of
VIEs. For transactions such as securitizations, investment funds, and CDOs, Nomura considers collateralmanagement and servicing to represent the power to make the most significant decisions. Accordingly, Nomura
does not consolidate such types of VIEs for which it does not act as collateral manager or servicer unless Nomura
has the right to replace the collateral manager or servicer or to require liquidation of the entity.
For many transactions, such as where VIEs are used for re-securitizations of residential mortgage-backed
securities, there are no significant economic decisions made on an ongoing basis and no single investor has theunilateral ability to liquidate the VIE. In these cases, Nomura focuses its analysis on decisions made prior to theinitial closing of the transaction, and considers factors such as the nature of the underlying assets held by the
VIE, the involvement of third party investors in the design of the VIE, the size of initial third party investment
and the amount and level of any subordination of beneficial interests issued by the VIE which will be held by
F-83

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Nomura and third party investors. Nomura has sponsored numerous re-securitization transactions and in manycases has determined that it is not the primary beneficiary on the basis that control over the most significant
decisions relating to these entities are shared with third party investors. In some cases, however, Nomura has
consolidated such VIEs, for example, where it was determined that third party investors were not involved in thedesign of the VIEs, including where the size of third party investment was not significant at inception of thetransaction.
The following table presents the classification of consolidated VIEs’ assets and liabilities in these
consolidated financial statements as of March 31, 2014 and 2015. The assets of a consolidated VIE may only be
used to settle obligations of that VIE. Creditors do not have any recourse to Nomura beyond the assets held in the
VIEs.
Billions of yen
March 312014
2015

Consolidated VIE assets
Cash and cash equivalents . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Trading assets
Equities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Debt securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
CMBS and RMBS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Derivatives . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Private equity investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Securities purchased under agreements to resell . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Office buildings, land, equipment and facilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Consolidated VIE liabilities
Trading liabilities
Debt securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Derivatives . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Securities sold under agreements to repurchase . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Borrowings
Long-term borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 18

¥

9

289
393
66
2
1
32
12
70

461
473
71
2
1
1
15
24

¥883

¥1,057

¥ 33
9
23

¥

1
11
1

424
4

750
2

¥493

¥ 765

(1) Includes aircraft purchase deposits of ¥5 billion as of March 31, 2014. There were no aircraft purchasedeposits as of March 31, 2015. In connection with these aircraft purchase deposits, certain of these VIEs had
commitments to purchase aircraft as of March 31, 2014. No such commitments existed as of March 31,
2015. See Note 20 “Commitments, contingencies and guarantees” for further information.
Nomura continuously reassesses its initial evaluation of whether it is the primary beneficiary of a VIE basedon current facts and circumstances as long as it has any continuing involvement with the VIE. This determination
is based upon an analysis of the design of the VIE, including the VIE’s structure and activities, the power tomake significant economic decisions held by Nomura and by other parties, and the variable interests owned by
Nomura and other parties.
F-84

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Nomura also holds variable interests in VIEs where Nomura is not the primary beneficiary. Nomura’s
variable interests in such VIEs include senior and subordinated debt, residual interests, and equity interests
associated with commercial and residential mortgage-backed and other asset-backed securitizations andstructured financings, equity interests in VIEs which were formed primarily to acquire high yield leveraged loans
and other lower investment grade debt obligations, residual interests in operating leases for aircraft held by VIEs,
and loans and investments in VIEs that acquire operating businesses.
The following tables present the carrying amount of variable interests of unconsolidated VIEs andmaximum exposure to loss associated with these variable interests. Maximum exposure to loss does not reflect
Nomura’s estimate of the actual losses that could result from adverse changes, nor does it reflect the economic
hedges Nomura enters into to reduce its exposure. The risks associated with VIEs in which Nomura is involved
are limited to the amount recorded in the consolidated balance sheets, the amount of commitments and financial
guarantees and the notional amount of the derivative instruments. Nomura believes the notional amount ofderivative instruments generally exceeds the amount of actual risk.
Billions of yen
March 31, 2014
exposure
Carrying amount of variable interests Maximum
to loss toAssetsLiabilities
unconsolidated VIEs

Trading assets and liabilities
Equities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Debt securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
CMBS and RMBS . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Investment trust funds and other . . . . . . . . . . . . . . . . . .
Derivatives . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Private equity investments . . . . . . . . . . . . . . . . . . . . . . . . . . .
Loans . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Commitments to extend credit and other guarantees . . . . . . .
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥

67
211
2,308
185
0
25
175
4
—

¥—
—
—
—
—
—
—
—
—

¥

67
211
2,308
185
4
25
175
4
49

¥2,975¥—¥3,028Billions of yen
March 31, 2015
exposure
Carrying amount of variable interests Maximum
to loss toAssetsLiabilities
unconsolidated VIEs

Trading assets and liabilities
Equities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Debt securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
CMBS and RMBS . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Investment trust funds and other . . . . . . . . . . . . . . . . . .
Derivatives . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Private equity investments . . . . . . . . . . . . . . . . . . . . . . . . . . .
Loans . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Commitments to extend credit and other guarantees . . . . . . .

¥ 123
237
2,521
387
0
24
314
4
—

¥—
—
—
—
—
—
—
—
—

¥ 123
237
2,521
387
2
24
314
4
40

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥3,610¥—¥3,652

F-85

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
7. Financing receivables:
In the normal course of business, Nomura extends financing to clients primarily in the form of loans andcollateralized agreements such as reverse repurchase agreements and securities borrowing transactions. These
financing receivables are recognized as assets on Nomura’s consolidated balance sheets and provide a contractual
right to receive money either on demand or on future fixed or determinable dates.
Collateralized agreements
Collateralized agreements consist of reverse repurchase agreements disclosed as Securities purchased underagreements to resell and securities borrowing transactions disclosed as Securities borrowed in the consolidatedbalance sheets, including those executed under Gensaki Repo agreements. Reverse repurchase agreements andsecurities borrowing transactions principally involve the buying of government and government agency securities
from customers under agreements that also require Nomura to resell these securities to those customers, orborrowing these securities with cash collateral. Nomura monitors the value of the underlying securities on a daily
basis to the related receivables, including accrued interest, and requests or returns additional collateral whenappropriate. Reverse repurchase agreements are generally recognized in the consolidated balance sheets at theamount for which the securities were originally acquired with applicable accrued interest. Securities borrowing
transactions are generally recognized in the consolidated balance sheets at the amount of cash collateraladvanced. No allowance for credit losses is generally recognized against these transactions due to the strict
collateralization requirements.
Loans receivable
The key types of loans receivable recognized by Nomura are loans at banks, short-term secured marginloans, inter-bank money market loans and corporate loans.
Loans at banks include both retail and commercial secured and unsecured loans extended by licensed
banking entities within Nomura such as The Nomura Trust & Banking Co., Ltd. and Nomura Bank International
plc. For both retail and commercial loans secured by real estate or securities, Nomura is exposed to the risk of adecline in the value of the underlying collateral. Loans at banks also include unsecured commercial loans
provided to investment banking clients for relationship purposes. Nomura is exposed to risk of default of thecounterparty, although these counterparties usually have high credit ratings. Where loans are secured byguarantees, Nomura is also exposed to the risk of default by the guarantor.
Short-term secured margin loans are loans provided to clients in connection with securities brokeragebusiness. These loans provide funding for clients in order to purchase securities. Nomura requests initial margin
in the form of acceptable collateral securities or deposits against these loans and holds the purchased securities as
collateral through the life of the loans. If the value of the securities declines by more than specified amounts,
Nomura can make additional margin calls in order to maintain a specified ratio of loan-to-value (“LTV”) ratio.
For these reasons, the risk to Nomura of providing these loans is limited.
Inter-bank money market loans are loans to financial institutions in the inter-bank money market, where
overnight and intra-day financings are traded through money market dealers. The risk to Nomura of making theseloans is not significant as only qualified financial institutions can participate in these markets and these loans areusually overnight or short-term in nature.
Corporate loans are primarily commercial loans provided to corporate clients extended by non-licensed
banking entities within Nomura. Corporate loans include loans secured by real estate or securities, as well as
F-86

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
unsecured commercial loans provided to investment banking clients for relationship purposes. The risk to
Nomura of making these loans is similar to those risks arising from commercial loans reported in loans at banks.
In addition to the loans above, Nomura has advances to affiliated companies which are loans provided torelated parties of Nomura. As these loans are generally not secured, Nomura is exposed to the risk of default of
the counterparty.
The following tables present a summary of loans receivable reported within Loans receivable or Investments
in and advances to affiliated companies in the consolidated balance sheets by portfolio segment.
Millions of yen
March 31, 2014
Carried at
Carried atamortized cost fair value(1)TotalLoans receivable
Loans at banks . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Short-term secured margin loans . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Inter-bank money market loans . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Corporate loans . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 274,966
421,80942,885284,259¥44——
303,912¥ 275,010
421,80942,885588,171

Total loans receivable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥1,023,919¥303,956¥1,327,875

Advances to affiliated companies . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

5,797

—

5,797

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥1,029,716¥303,956¥1,333,672

Millions of yen
March 31, 2015
Carried at
Carried atamortized cost fair value(1)TotalLoans receivable
Loans at banks . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Short-term secured margin loans . . . . . . . . . . . . . . . . . . . . . . . . . . .
Inter-bank money market loans . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Corporate loans . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 324,503
425,245
16,995377,114¥———317,218¥ 324,503
425,245
16,995694,332

Total loans receivable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥1,143,857¥317,218¥1,461,075

Advances to affiliated companies . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

2,104

—

2,104

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥1,145,961¥317,218¥1,463,179(1) Includes loans receivable and loan commitments carried at fair value through election of the fair value
option.
The amounts of significant purchases of corporate loans during the year ended March 31, 2014 was ¥92,760
million. During the same period, there were no significant sales of loans receivable and no significant
reclassifications of loans receivable to trading assets.
The amounts of significant purchases of corporate loans during the year ended March 31, 2015 was ¥79,811
million. The amounts of significant sales of corporate loans during the year ended March 31, 2015 was ¥15,187
million. During the same period, there were no significant reclassifications of loans receivable to trading assets.
F-87

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Allowance for credit losses
Management establishes an allowance for credit losses against loans carried at amortized cost which reflects
management’s best estimate of probable losses incurred. The allowance for credit losses against loans, which isreported in the consolidated balance sheets within Allowance for doubtful accounts, comprises two components:•

A specific component for loans which have been individually evaluated for impairment; and•A general component for loans which, while not individually evaluated for impairment, have beencollectively evaluated for impairment based on historical loss experience.

The specific component of the allowance reflects probable losses incurred within loans which have been
individually evaluated for impairment. A loan is defined as being impaired when, based on current informationand events, it is probable that all amounts due according to the contractual terms of the loan agreement will not
be collected. Factors considered by management in determining impairment include an assessment of the abilityof borrowers to pay by considering various factors such as the nature of the loan, prior credit loss experience,current economic conditions, the current financial situation of the borrower and the fair value of any underlying
collateral. Loans that experience insignificant payment delays or insignificant payment shortfalls are notclassified as impaired. Impairment is measured on a loan by loan basis by adjusting the carrying value of the loan
to either the present value of expected future cash flows discounted at the loan’s effective interest rate, the loan’s
observable market price, or the fair value of the collateral if the loan is collateral dependent.
The general component of the allowance is for loans not individually evaluated for impairment and includes
judgment about collectability based on available information at the balance sheet date and the uncertainties
inherent in those underlying assumptions. The allowance is based on historical loss experience adjusted for
qualitative factors such as current economic conditions.
While management has based its estimate of the allowance for credit losses against loans on the best
information available, future adjustments to the allowance may be necessary as a result of changes in theeconomic environment or variances between actual results and original assumptions.
Loans are charged-off when Nomura determines that the loans are uncollectible. This determination is basedon factors such as the occurrence of significant changes in the borrower’s financial position such that the borrower
can no longer pay the obligation or that the proceeds from collateral will not be sufficient to pay the loans.
The following tables present changes in the total allowance for credit losses for the years ended March 31,
2013, 2014 and 2015.
Millions of yen
Year ended March 31, 2013
Allowance
for credit
Allowance for credit losses against loans
lossesShort-term
againstTotal
securedInter-bank
Advances toreceivables allowanceLoansmarginmoney
Corporate affiliatedother than for doubtful
at banksloans
market loans
loanscompanies Subtotalloans
accounts

Opening balance . . . . . . . . .
Provision for credit
losses . . . . . . . . . . .
Charge-offs . . . . . . . . .
Other(1) . . . . . . . . . . . .
Ending balance . . . . . . . . . .

¥552

¥ 24

¥—

¥ 2,758¥ 51¥ 3,385¥1,503¥ 4,888

238
(1)
—
¥789

13
(11)
0
¥ 26

—
—
—
¥—

(2,630)
(26)
(7)
¥
95

(22)
—
—
¥ 29

(2,401)
(13)
(38)
—
(7)
(171)
¥ 939 ¥1,319(2,414)(38)(178)¥ 2,258

F-88

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Millions of yen
Year ended March 31, 2014
Allowance
for credit
Allowance for credit losses against loans
lossesShort-term
againstTotal
securedInter-bank
Advances toreceivables allowanceLoansmarginmoney
Corporate affiliatedother than for doubtful
at banksloans
market loans
loanscompanies Subtotalloans
accounts

Opening balance . . . . . . . . ¥ 789
Provision for credit
losses . . . . . . . . . . . (109)
Charge-offs . . . . . . . .
(2)
Other(1) . . . . . . . . . . . .
(0)

¥ 26

¥—

¥ 95

¥ 29

¥939

¥1,319¥2,258

61
—
—

—
—
—

(13)
—
0

(28)
—
—

(89)
(2)
0

960
(146)
28

871
(148)
28

Ending balance . . . . . . . . . ¥ 678

¥ 87

¥—

¥ 82

¥

¥848

¥2,161¥3,0091Millions of yen
Year ended March 31, 2015
Allowance
for credit
Allowance for credit losses against loans
lossesShort-term
againstTotal
securedInter-bank
Advances toreceivables allowanceLoansmarginmoney
Corporate affiliatedother than for doubtful
at banksloans
market loans
loanscompanies Subtotalloans
accounts

Opening balance . . . . . . . . ¥ 678
Provision for credit
losses . . . . . . . . . . .
61
Charge-offs . . . . . . . .
—Other(1) . . . . . . . . . . . .
—

¥ 87

¥—

¥ 82

¥

1

¥848

¥2,161¥3,009

53
—
2

—
—
—

(3)
—
0

0
—
—

111
—
2

254
(189)
66

365
(189)
68

Ending balance . . . . . . . . . ¥ 739

¥142

¥—

¥ 79

¥

¥961

¥2,292¥3,253

1(1) Includes the effect of foreign exchange movements.
The following tables present the allowance for credit losses against loans and loans by impairment
methodology and type of loans as of March 31, 2014 and 2015.
Millions of yen
March 31, 2014

Loans atbanks

Advances
Short-term
Inter-banktosecured margin
money
Corporate affiliatedloansmarket loans
loanscompanies

Total

Allowance by impairment methodology
Evaluated individually . . . . . . . . . . . . ¥Evaluated collectively . . . . . . . . . . . .

3
675

¥

—
87

¥

—
—

¥

7 ¥ — ¥
75
1

10
838

Total allowance for credit losses . . . . . . . . ¥

678

¥

87

¥

—

¥

82 ¥

848

1 ¥

Loans by impairment methodology
Evaluated individually . . . . . . . . . . . . ¥ 4,374
Evaluated collectively . . . . . . . . . . . . 270,592¥103,345
318,464¥42,885—¥275,753 ¥ 882 ¥ 427,239
8,506 4,915
602,477

Total loans . . . . . . . . . . . . . . . . . . . . . . . . . ¥274,966¥421,809¥42,885¥284,259 ¥5,797 ¥1,029,716

F-89

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Millions of yen
March 31, 2015

Loans atbanks

Advances
Short-term
Inter-banktosecured margin
money
Corporate affiliatedloansmarket loans
loanscompanies

Allowance by impairment methodology
Evaluated individually . . . . . . . . . . . ¥Evaluated collectively . . . . . . . . . . .

3
736

¥

Total allowance for credit losses . . . . . . . ¥

739

¥

84
58

¥

142

¥

—
—

¥

—

¥

7
72

¥ —

79

¥

Total

¥

94
867

¥

961

1
1

Loans by impairment methodology
Evaluated individually . . . . . . . . . . . ¥ 4,929
Evaluated collectively . . . . . . . . . . . 319,574¥172,259
252,986¥16,995—¥369,113
8,001

¥ 174
1,930

¥ 563,470
582,491

Total loans . . . . . . . . . . . . . . . . . . . . . . . . ¥324,503¥425,245¥16,995¥377,114¥2,104¥1,145,961

Nonaccrual and past due loans
Loans which are individually evaluated as impaired are assessed for nonaccrual status in accordance with
Nomura’s policy. When it is determined to suspend interest accrual as a result of an assessment, any accrued but
unpaid interest is reversed. Loans are generally only returned to an accrual status if the loan is brought
contractually current, i.e. all overdue principal and interest amounts are paid. In limited circumstances, a loan
which has not been brought contractually current will also be returned to an accrual status if all principal andinterest amounts contractually due are reasonably assured of repayment within a reasonable period of time orthere has been a sustained period of repayment performance by the borrower.
As of March 31, 2014, there were ¥6,022 million of loans which were on a nonaccrual status, primarily
secured corporate loans. The amount of loans which were 90 days past due was not significant.
As of March 31, 2015, the amount of loans which were on a nonaccrual status was not significant. The
amount of loans which were 90 days past due was not significant.
Once a loan is impaired and placed on a nonaccrual status, interest income is subsequently recognized using
the cash basis method.
Loan impairment and troubled debt restructurings
In the ordinary course of business, Nomura may choose to recognize impairment and also restructure a loanclassified as held for investment either because of financial difficulties of the borrower, or simply as a result ofmarket conditions or relationship reasons. A troubled debt restructuring (“TDR”) occurs when Nomura (aslender) for economic or legal reasons related to the borrower’s financial difficulties grants a concession to theborrower that Nomura would not otherwise consider.
Any loan being restructured under a TDR will generally already be identified as impaired with an applicableallowance for credit losses recognized. If not (for example if the loan is collectively assessed for impairment withother loans), the restructuring of the loan under a TDR will immediately result in the loan as being classified as
impaired. An impairment loss for a loan restructuring under a TDR which only involves modification of theloan’s terms (rather than receipt of assets in full or partial settlement) is calculated in the same way as any other
impaired loan. Assets received in full or partial satisfaction of a loan in a TDR are recognized at fair value.
F-90

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
As of March 31, 2014 and 2015, the amount of loans which were classified as impaired but against which noallowance for credit losses had been recognized was not significant. For impaired loans with a related allowance,
the amount of recorded investment, the total unpaid principal balance and the related allowance was not
significant.
The amount of TDRs which occurred during the years ended March 31, 2014 and 2015 was not significant.
Credit quality indicators
Nomura is exposed to credit risks deriving from a decline in the value of loans or a default caused bydeterioration of creditworthiness or bankruptcy of the obligor. Nomura’s risk management framework for suchcredit risks is based on a risk assessment through an internal rating process, in depth pre-financing credit analysis
of each individual loan and continuous post-financing monitoring of obligor’s creditworthiness.
The following tables present an analysis of each class of loans not carried at fair value using Nomura’sinternal ratings or equivalent credit quality indicators applied by subsidiaries as of March 31, 2014 and 2015.

AAA-BBB

Millions of yen
March 31, 2014
BB-CCC
CC-D
Others(1)Total

Secured loans at banks . . . . . . . . . . . . . . . . . . . . . . . . . ¥ 98,356 ¥ 33,669 ¥ —¥ 34,740 ¥ 166,765
Unsecured loans at banks . . . . . . . . . . . . . . . . . . . . . . .
108,199—2—
108,201
Short-term secured margin loans . . . . . . . . . . . . . . . . .
———421,809421,809
Secured inter-bank money market loans . . . . . . . . . . . .
12,885———
12,885
Unsecured inter-bank money market loans . . . . . . . . . .
30,000———30,000
Secured corporate loans . . . . . . . . . . . . . . . . . . . . . . . .
136,302
107,141
5,719
1,938
251,100
Unsecured corporate loans . . . . . . . . . . . . . . . . . . . . . .
3,395
26,902—
2,862
33,159Advances to affiliated companies . . . . . . . . . . . . . . . . .
4,915
594
—
288
5,797
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥394,052¥168,306¥5,721¥461,637

AAA-BBB

Millions of yen
March 31, 2015
BB-CCC
CC-D
Others(1)¥1,029,716

Total

Secured loans at banks . . . . . . . . . . . . . . . . . . . . . . . . . ¥100,927 ¥ 38,373 ¥ —¥ 39,186 ¥ 178,486
Unsecured loans at banks . . . . . . . . . . . . . . . . . . . . . . .
141,395
4,620
2—
146,017
Short-term secured margin loans . . . . . . . . . . . . . . . . .
———425,245425,245
Secured inter-bank money market loans . . . . . . . . . . . .
7,249
—
—
—
7,249
Unsecured inter-bank money market loans . . . . . . . . . .
9,746
—
—
—
9,746
Secured corporate loans . . . . . . . . . . . . . . . . . . . . . . . .
249,046
117,255
1,141
2,298
369,740
Unsecured corporate loans . . . . . . . . . . . . . . . . . . . . . .
3,619
—
—
3,755
7,374
Advances to affiliated companies . . . . . . . . . . . . . . . . .
1,929
175
—
—
2,104
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥513,911¥160,423¥1,143(1) Relate to collateralized exposures where a specified ratio of LTV is maintained.

F-91¥470,484¥1,145,961

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Nomura reviews internal ratings at least once a year by using available credit information of obligors
including financial statements and other information. Internal ratings are also reviewed more frequently for highrisk obligors or problematic exposures and any significant credit event of obligors will trigger an immediate
credit review process.
8. Leases:
Nomura as lessor
Nomura leases office buildings and aircraft in Japan and overseas. These leases are classified as operatingleases and the related assets are stated at cost, net of accumulated depreciation, except for land, which is stated atcost in the consolidated balance sheets and reported within Other assets—Office buildings, land, equipment andfacilities.
A portion of such rentals is paid from Nomura Research Institute, Ltd. (“NRI”), an affiliated company.
See Note 19 “Affiliated companies and other equity-method investees” for more information.
The following table presents lease deposits and rents received from NRI.
Millions of yen
As of or for the year ended March 31
2013
2014
2015

Lease deposits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Rental income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ —
4,272

¥

—
—

¥

—
—

The following table presents the types of assets which Nomura leases under operating leases.

Cost

Millions of yen
March 31, 2015
Accumulated Net carrying
depreciation
amountReal estate(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Aircraft . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 3,448
11,432¥(1,443)(503)¥ 2,005
10,929Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥14,880¥(1,946)¥12,934(1) Cost, accumulated depreciation and net carrying amounts include amounts relating to real estate space
utilized by Nomura.
Nomura recognized rental income of ¥78,667 million, ¥1,579 million and ¥1,659 million for the years ended
March 31, 2013, 2014 and 2015, respectively in the consolidated statements of income within Revenue—Other.
The future minimum lease payments to be received on noncancelable operating leases as of March 31, 2015
were ¥12,348 million and these future minimum lease payments to be received are scheduled as below:

Total

Less than
1 yearMillions of yen
Years of receipt
1 to 2
2 to 33 to 4
years
years
years

4 to 5years

More than
5 years¥1,091¥1,090 ¥1,088 ¥1,085 ¥1,085¥6,909Minimum lease payments to be received . . . . . ¥12,348
F-92

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Nomura as lessee
Nomura leases its office spaces, certain employees’ residential facilities and other facilities in Japan andoverseas primarily under cancelable operating lease agreements which are customarily renewed upon expiration.
Nomura also leases certain equipment and facilities in Japan and overseas under non-cancelable operating leaseagreements. Rental expenses, net of sublease rental income, for the years ended March 31, 2013, 2014 and 2015
were ¥46,975 million, ¥46,600 million and ¥47,217 million, respectively.
The following table presents the future minimum lease payments under non-cancelable operating leases
with remaining terms exceeding one year as of March 31, 2015:
Millions of yen
March 312015

Total minimum lease payments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Less: Sublease rental income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥171,746(8,080)Net minimum lease payments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥163,666

The future minimum lease payments above are scheduled as below as of March 31, 2015:

Minimum lease payments . . . . . . . . .

Total

Less than
1 year¥171,746¥20,410

Millions of yen
Years of payment
1 to 2
2 to 33 to 4
years
years
years

¥17,925¥16,797¥15,454

4 to 5years

More than
5 years¥12,860¥88,300

Nomura leases certain equipments and facilities office in Japan and overseas under capital lease agreements.
If the lease is classified as a capital lease, Nomura recognizes the real estate at the lower of its fair value or
present value of minimum lease payments, which is reported within Other Assets—Office buildings, land,
equipment and facilities in the consolidated balance sheets. The amounts of capital lease assets as of March 31,
2014 and 2015 were ¥33,294 million and ¥34,428 million, respectively and accumulated depreciations on suchcapital lease assets as of March 31, 2014 and 2015 were ¥4,579 million and ¥6,171 million, respectively.
The following table presents the future minimum lease payments under capital leases as of March 31, 2015:
Millions of yen
March 312015

Total minimum lease payments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Less: Amount representing interest . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 66,840(36,229)

Present value of net lease payments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 30,611

The future minimum lease payments above are scheduled as below as of March 31, 2015:

Minimum lease payments . . . . . . . . . . . . . .

Total

Less than
1 yearMillions of yen
Years of payment
1 to 2
2 to 33 to 4
years
years
years

¥66,840¥3,750¥4,436

F-93¥4,349¥4,1964 to 5years

More than
5 years¥4,485¥45,624NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Certain leases contain renewal options or escalation clauses providing for increased rental payments based
upon maintenance, utilities and tax increases.
9. Other assets—Other / Other liabilities:
The following table presents components of Other assets—Other and Other liabilities in the consolidatedbalance sheets as of March 31, 2014 and 2015.
Millions of yen
March 31
2014
2015

Other assets—Other:
Securities received as collateral . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥ 236,808 ¥ 187,753
Goodwill and other intangible assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
115,143
123,486
Deferred tax assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
22,01819,718Investments in equity securities for other than operating purposes(1) . . . . . . . . . . . . . . .
133,742
162,644
Prepaid expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
8,778
10,741Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
267,685
318,224
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 784,174¥ 822,566

Other liabilities:
Obligation to return securities received as collateral . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥ 236,808 ¥ 187,753
Accrued income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
31,63048,632Other accrued expenses and provisions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
396,677
446,920
Other(2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
476,635
533,794
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥1,141,750¥1,217,099(1) Includes marketable and non-marketable equity securities held for other than trading or operating purposes.
These investments were comprised of listed equity securities and unlisted equity securities of¥114,582 million and ¥19,160 million respectively, as of March 31, 2014, and ¥140,024 million and¥22,621 million respectively, as of March 31, 2015. These securities are carried at fair value, with changes
in fair value recognized within Revenue—Other in the consolidated statements of income.
(2) Includes liabilities relating to investment contracts underwritten by Nomura’s insurance subsidiary. As of
March 31, 2014 and 2015, carrying values were ¥270,950 million and ¥258,310 million, respectively, andestimated fair values were ¥274,991 million and ¥261,039 million, respectively. Fair value was estimatedusing DCF valuation techniques and using valuation inputs which would be generally classified in Level 3of the fair value hierarchy.
Goodwill is recognized upon completion of a business combination as the difference between the purchaseprice and the fair value of the net assets acquired. Subsequent to initial recognition, goodwill is not amortized but
is tested for impairment during the fourth quarter of each fiscal year, or more often if events or circumstances,such as adverse changes in the business climate, indicate there may be impairment.

F-94

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
The following table presents changes in goodwill, which are reported in the consolidated balance sheets
within Other assets—Other for the years ended March 31, 2014 and 2015.
Millions of yen
Year ended March 31, 2014
Changes during year

Beginning of year
Grosscarrying
amountEnd of year
Grosscarrying
amountAccumulated Net carrying
Impairment
amountImpairment(1)Other(2)Wholesale . . . . ¥79,249
Other . . . . . . . .
6,024¥(11,031)—¥68,218
6,024¥—(2,840)¥ 5,916 ¥ 85,951
419
6,549

¥(11,817)(2,946)¥74,134
3,603

Total . . . . . . . . ¥85,273¥(11,031)¥74,242¥(2,840)¥ 6,335 ¥ 92,500¥(14,763)¥77,737

Millions of yen
Year ended March 31, 2015
Changes during year

Beginning of year
Grosscarrying
amountAccumulated Net carrying
Impairment
amountEnd of year
Grosscarrying
amountAccumulated Net carrying
Impairment
amountImpairment(1)Other(2)

Accumulated Net carrying
Impairment
amountWholesale . . . . ¥85,951
Other . . . . . . . .
6,549¥(11,817)(2,946)¥74,134
3,603¥—(3,188)¥11,578 ¥ 97,529
63
6,612

¥(11,817)(6,134)¥85,712478

Total . . . . . . . . ¥92,500¥(14,763)¥77,737¥(3,188)¥11,641 ¥104,141¥(17,951)¥86,190(1) For the years ended March 31, 2014 and 2015, Nomura recognized goodwill impairment losses of¥2,840 million and ¥3,188 million respectively, within Other in Nomura’s segment information. These are
due to a decline in the fair value of a reporting unit caused by decreases in expected cash flows arising fromchanges in the economic environment. These impairment losses were recorded within Non-interest
expenses—Other in the consolidated statements of income. The fair values were determined using DCF
valuation techniques.
(2) Includes currency translation adjustments.
The following table presents finite-lived intangible assets by type as of March 31, 2014 and 2015.
Millions of yen
March 31, 2014
Gross carrying Accumulated
amountamortization

Net carrying
amountGross carrying
amountMarch 31, 2015
Accumulated
amortization

Net carrying
amountClient relationships . . . . . . .
Other . . . . . . . . . . . . . . . . . .

¥64,214690¥(35,641)(237)¥28,573453¥71,445473¥(43,839)(294)¥27,606
179

Total . . . . . . . . . . . . . . . . . .

¥64,904¥(35,878)¥29,026¥71,918¥(44,133)¥27,785

F-95

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Amortization expenses for the years ended March 31, 2013, 2014 and 2015 were ¥9,976 million,¥5,423 million and ¥4,979 million, respectively. Estimated amortization expenses for the next five years areshown below.
Millions of yen
Estimated
amortization expense

Year ending March 31

2016 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2017 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2018 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2019 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2020 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥5,893
5,315
5,315
3,920
2,616

The amounts of indefinite-lived intangibles, which primarily includes trademarks, were ¥8,380 million and¥9,511 million as of March 31, 2014 and 2015, respectively.
10. Borrowings:
The following table presents short-term and long-term borrowings of Nomura as of March 31, 2014 and 2015.
Millions of yen
March 3120142015

Short-term borrowings(1):Commercial paper . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥ 246,866 ¥ 252,858
Bank borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
303,583
217,013
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
51,682
192,385
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 602,131

Long-term borrowings:
Long-term borrowings from banks and other financial institutions(2) . . . . . . . . . . ¥2,787,729
Bonds and notes issued(3):Fixed-rate obligations:Japanese yen denominated . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1,432,388
Non-Japanese yen denominated . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1,340,495
Floating-rate obligations:Japanese yen denominated . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
324,279
Non-Japanese yen denominated . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
85,805
Index / Equity-linked obligations:Japanese yen denominated . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1,367,051
Non-Japanese yen denominated . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
707,754
Subtotal . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 662,256¥3,140,531

1,528,529
1,102,125
465,296
150,055
1,017,380
798,857

5,257,772

5,062,242

8,045,501

8,202,773

Trading balances of secured borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

181,562

133,523

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥8,227,063¥8,336,296(1) Includes secured borrowings of ¥10,715 million as of March 31, 2014 and ¥17,284 million as of March 31,
2015.
F-96

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)(2) Includes secured borrowings of ¥139,270 million as of March 31, 2014 and ¥251,486 million as ofMarch 31, 2015.
(3) Includes secured borrowings of ¥423,994 million as of March 31, 2014 and ¥749,839 million as ofMarch 31, 2015.
Trading balances of secured borrowings
These are liabilities recognized when a transfer of a financial asset does not meet the criteria for sales
accounting under ASC 860 and therefore the transaction is accounted for as a secured borrowing. Theseborrowings are part of Nomura’s trading activities intended to generate profits from the distribution of financial
products secured by those financial assets.
Long-term borrowings consisted of the following:
Millions of yen
March 312014
2015

Debt issued by the Company . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Debt issued by subsidiaries—guaranteed by the Company . . . . . . . . . . . . . . . . . . . . . .
Debt issued by subsidiaries—not guaranteed by the Company(1) . . . . . . . . . . . . . . . . . .

¥3,823,410
2,372,412
2,031,241¥3,863,436
1,885,256
2,587,604

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥8,227,063¥8,336,296(1) Includes trading balances of secured borrowings.
As of March 31, 2014, fixed-rate long-term borrowings mature between 2014 and 2043 at interest rates
ranging from 0.00% to 12.66%. Floating-rate obligations, which are generally based on LIBOR, mature between
2014 and 2052 at interest rates ranging from 0.00% to 6.18%. Index / Equity-linked obligations mature between
2014 and 2044 at interest rates ranging from 0.00% to 28.50%.
As of March 31, 2015, fixed-rate long-term borrowings mature between 2015 and 2045 at interest rates
ranging from 0.00% to 12.66%. Floating-rate obligations, which are generally based on LIBOR, mature between
2015 and 2052 at interest rates ranging from 0.00% to 9.02%. Index / Equity-linked obligations mature between
2015 and 2045 at interest rates ranging from 0.00% to 28.50%.
Certain borrowing agreements of subsidiaries contain provisions whereby the borrowings are redeemable atthe option of the borrower at specified dates prior to maturity and include various equity-linked or other indexlinked instruments.
Nomura enters into swap agreements to manage its exposure to interest rates and foreign exchange rates.
Principally, debt securities and notes issued are effectively converted to LIBOR-based floating rate obligations
through such swap agreements. The carrying value of the long-term borrowings includes adjustments to reflect
fair value hedges.

F-97

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Following table presents the effective weighted-average interest rates of borrowings, including the effect offair value hedges as of March 31, 2014 and 2015.
March 3120142015

Short-term borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Long-term borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fixed-rate obligations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Floating-rate obligations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Index / Equity-linked obligations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

0.40%
1.69%
2.34%
0.86%
1.72%

0.37%
0.78%
1.18%
0.82%
0.34%

Maturities of long-term borrowings
The following table presents the aggregate annual maturities of long-term borrowings, including
adjustments related to fair value hedges and liabilities measured at fair value, as of March 31, 2015:
Year ending March 31

Millions of yen

2016 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2017 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2018 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2019 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2020 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2021 and thereafter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 982,982
995,463
1,054,430
1,084,714
1,119,360
2,965,824

Subtotal . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

8,202,773

Trading balances of secured borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

133,523

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥8,336,296

Borrowing facilities
As of March 31, 2014 and 2015, Nomura had unutilized borrowing facilities of ¥65,000 million and¥15,000 million, respectively. The terms for these unutilized borrowing facilities do not significantly differ fromexisting borrowings. Nomura has structured facilities to ensure that the maturity dates of these facilities are
distributed evenly throughout the year in order to prevent excessive maturities of facilities in any given period.
These facilities are subject to customary lending conditions and covenants.
Subordinated borrowings
As of March 31, 2014 and 2015, subordinated borrowings were ¥509,210 million and ¥489,888 million,
respectively.

F-98

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
11. Earnings per share:
Basic and diluted earnings per share (“EPS”) are presented on the face of the consolidated statements ofincome. Basic EPS is calculated by dividing net income attributable to NHI shareholders by the weighted average
number of the Company’s common shares outstanding during the year. The calculation of diluted EPS is similar
to basic EPS, except that the weighted average number of the Company’s common shares is adjusted to reflect all
dilutive instruments where the Company’s common shares are potentially deliverable during the year. In
addition, net income attributable to NHI shareholders is adjusted for any change in income or loss that would
result from the assumed conversion of dilutive instruments issued by subsidiaries and affiliates.
The following table presents a reconciliation of the amounts and the numbers used in the calculation of net
income attributable to NHI shareholders per share (basic and diluted) for the years ended March 31, 2013, 2014
and 2015.
Millions of yen
except per share data presented in yen
Year ended March 31
2013
2014
2015

Basic—Net income attributable to NHI shareholders . . . . . . . .

¥107,234¥

213,591¥

Weighted average number of shares outstanding . . . . .

3,692,795,953

Net income attributable to NHI shareholders per
share . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥

29.04

¥

57.57

¥

61.66

Diluted—
Net income attributable to NHI shareholders . . . . . . . .

¥107,181¥

213,561¥

224,726

Weighted average number of shares outstanding . . . . .

3,777,360,671

Net income attributable to NHI shareholders per
share . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥

28.37

3,709,830,989

224,785
3,645,514,878

3,826,496,369
¥

55.81

3,743,690,088
¥

60.03

Net income attributable to NHI shareholders was adjusted to reflect the decline in Nomura’s equity share of
earnings of subsidiaries and affiliates for the years ended March 31, 2013, 2014 and 2015 arising from options topurchase common shares issued by subsidiaries and affiliates. The weighted average number of shares used in thecalculation of diluted EPS reflects the increase in potential issuance of the Company’s common shares arisingfrom stock-based compensation plans by the Company, which would have minimal impact on EPS for the years
ended March 31, 2013, 2014 and 2015.
Antidilutive stock options to purchase 10,880,700, 8,967,300 and 9,745,800 of the Company’s commonshares were not included in the computation of diluted EPS for the years ended March 31, 2013, 2014 and 2015,
respectively.
Subsequent Events
The Company conducted a share buyback from May 20, 2015 to May 29, 2015. See Note 17 “Shareholders’equity” for further information.
On May 18, 2015, the Company adopted a resolution to issue SARs pursuant to the SAR awards.
See Note 13 “Deferred compensation plans” for further information.
F-99

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
12. Employee benefit plans:
Nomura provides various pension plans and other post-retirement benefits which cover certain eligible
employees worldwide. In addition, Nomura provides health care benefits to certain active and retired employees
through its Nomura Securities Health Insurance Society (“NSHIS”).
Defined benefit pension plans—
The Company and certain subsidiaries in Japan (“Japanese entities”) have contributory funded benefit
pension plans for eligible employees. The benefits are paid as annuity payments subsequent to retirement or as
lump-sum payments at the time of retirement based on a combination of years of service, age at retirement andemployee’s choice. The benefits under the plans are calculated based upon position, years of service and reason
for retirement. In addition to the plans described above, certain Japanese entities also have unfunded lump-sum
payment plans. Under these plans, employees with at least two years of service are generally entitled to lumpsum payments upon termination of employment. The benefits under the plans are calculated based upon position,
years of service and the reason for retirement. Nomura’s funding policy is to contribute annually the amountnecessary to satisfy local funding standards. In December 2008, certain contributory funded benefit pension plans
and unfunded lump-sum payment plans were amended and “Cash balance pension plans” were introduced.
Participants receive an annual benefit in their cash balance pension plan account, which is computed based oncompensation of the participants, adjusted for changes in Japanese government debt securities yields.
Certain overseas subsidiaries have various local defined benefit plans covering certain employees. Nomura
recognized an asset for surplus pension benefits for these plans amounting to ¥10,441 million and¥10,652 million as of March 31, 2014 and 2015, respectively.
Net periodic benefit cost
The following table presents the components of net periodic benefit cost for defined benefit plans ofJapanese entities for the years ended March 31, 2013, 2014 and 2015. Nomura’s measurement date is March 31
for defined benefit plans of Japanese entities.
Millions of yen
Year ended March 31
2013
2014
2015

Service cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Expected return on plan assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Amortization of net actuarial losses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Amortization of prior service cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net periodic benefit cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 9,322 ¥ 8,438 ¥ 7,800
4,302
3,441
3,090
(4,072) (4,971) (5,732)
3,630
2,767
2,127
(1,545) (1,149) (1,148)¥11,637¥ 8,526¥ 6,137

Prior service cost is amortized on a straight-line basis over the average remaining service period of active
participants. Gains and losses in excess of 10% of the greater of the benefit obligation or the fair value of plan
assets are amortized over the average remaining service period of active participants, which is 11 years.

F-100

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Benefit obligations and funded status
The following table presents a reconciliation of changes in projected benefit obligation (“PBO”) and the fairvalue of plan assets, as well as a summary of the funded status of Japanese entities’ plans as of, and for the years
ended March 31, 2014 and 2015.
Millions of yen
As of or for the year ended March 31
2014
2015

Change in projected benefit obligation:
Projected benefit obligation at beginning of year . . . . . . . . . . . . . . . . . .
Service cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Actuarial gain . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Benefits paid . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Acquisition, divestitures and other . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥234,399
8,438
3,441
(2,697)(9,708)12¥233,885
7,800
3,090
6,106
(10,070)
47

Projected benefit obligation at end of year . . . . . . . . . . . . . . . . . . . . . . .

¥233,885¥240,858

Change in plan assets:
Fair value of plan assets at beginning of year . . . . . . . . . . . . . . . . . . . . .
Actual return on plan assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Employer contributions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Benefits paid . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥191,674
14,317
23,278(8,396)¥220,873
15,6605,914(8,610)Fair value of plan assets at end of year . . . . . . . . . . . . . . . . . . . . . . . . . .

¥220,873¥233,837

Funded status at end of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(13,012)(7,021)

Amounts recognized in the consolidated balance sheets . . . . . . . . . . . . . . . . .

¥ (13,012)¥ (7,021)

The accumulated benefit obligation (“ABO”) was ¥233,885 million and ¥240,858 million as of March 31,
2014 and 2015, respectively.
The following table presents the PBO, ABO and fair value of plan assets for Japanese entities’ plans with
ABO and PBO in excess of plan assets as of March 31, 2014 and 2015.
Millions of yen
March 312014
2015

Plans with ABO in excess of plan assets:
PBO . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
ABO . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fair value of plan assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Plans with PBO in excess of plan assets:
PBO . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
ABO . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fair value of plan assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

F-101¥27,160
27,160—¥29,643
29,643—¥27,160
27,160—¥29,643
29,643—

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
The following table presents pre-tax amounts of Japanese entities’ plans deferred in Accumulated othercomprehensive income (loss) that have not yet been recognized as components of net periodic benefit cost during
the year ended March 31, 2015.
Millions of yen
For the year ended
March 31, 2015

Net actuarial loss . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net prior service cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥41,594(9,385)

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥32,209

Pre-tax amounts of Japanese entities’ plans in accumulated other comprehensive income which are expected
to be recognized as components of net periodic benefit cost over the next fiscal year are as follows.
Millions of yen
For the year ending
March 31, 2016

Net actuarial loss . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net prior service cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 1,451(1,148)

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥303

Assumptions
The following table presents the weighted-average assumptions used to determine projected benefit
obligations of Japanese entities’ plans as of March 31, 2014 and 2015.
March 312014 2015

Discount rate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Rate of increase in compensation levels . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

1.4% 0.9%
2.5% 2.5%

The following table presents the weighted-average assumptions used to determine the net periodic benefit
cost of Japanese entities’ plans as of March 31, 2013, 2014 and 2015.
Year ended March 31
2013
2014
2015

Discount rate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Rate of increase in compensation levels . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Expected long-term rate of return on plan assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

1.5% 1.4% 1.4%
2.5% 2.5% 2.5%
2.6% 2.6% 2.6%

Nomura generally determines the discount rates for its defined benefit plans by referencing indices for longterm, high-quality debt securities and ensuring that the discount rate does not exceed the yield reported for thoseindices after adjustment for the duration of the plans’ liabilities.
Nomura uses the expected long-term rate of return on plan assets to compute the expected return on assets.
Nomura’s approach in determining the long-term rate of return on plan assets is primarily based on historicalfinancial market relationships that have existed over time with the presumption that this trend will generally
remain constant in the future.
F-102

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Plan assets
Plan assets are managed with an objective to generate sufficient long-term value in order to enable future
pension payouts. While targeting a long-term rate of return on plan assets, Nomura aims to minimize short-term
volatility by managing the portfolio through diversifying risk. Based on this portfolio policy, the plan assets areinvested diversely.
The plan assets of domestic plans target to invest 17% in equities (including private equity investments),
45% in debt securities, 20% in life insurance company general accounts, and 18% in other investments.
Investment allocations are generally reviewed and revised at the time of the actual revaluation that takes place
every five years or when there is a significant change in the portfolio assumptions.
The following tables present information about the fair value of plan assets of Japanese entities’ plans as ofMarch 31, 2014 and March 31, 2015 within the fair value hierarchy.
For details of the levels of inputs used to measure the fair value of plan assets, see Note 2 “Fair value
measurements”.
Millions of yen
March 31, 2014
Level 1

Balance as ofMarch 31, 2014

Level 2

Level 3

—
—
—
2,312
19,38342,73541,728¥—
12,235——
11,820——¥ 26,730
12,23562,0884,154
31,20342,73541,728¥24,055¥220,873

Pension plan assets:
Equities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Private equity investments . . . . . . . . . . . . . . . . . . . . . . . . . .
Japanese government securities . . . . . . . . . . . . . . . . . . . . . .
Bank and corporate debt securities . . . . . . . . . . . . . . . . . . . .
Investment trust funds and other(1) . . . . . . . . . . . . . . . . . . . .
Life insurance company general accounts . . . . . . . . . . . . . .
Other assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥26,730—62,088
1,842
—
—
—

¥

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥90,660¥106,158

Millions of yen
March 31, 2015
Level 1

Level 3

—
—
—
2,502
18,45748,98915,637

¥

—
6,793
—
—
48,545——¥ 23,665
6,793
67,066
4,685
67,002
48,98915,637¥55,338¥233,837

Pension plan assets:
Equities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Private equity investments . . . . . . . . . . . . . . . . . . . . . . . . . .
Japanese government securities . . . . . . . . . . . . . . . . . . . . . .
Bank and corporate debt securities . . . . . . . . . . . . . . . . . . . .
Investment trust funds and other(1) . . . . . . . . . . . . . . . . . . . .
Life insurance company general accounts . . . . . . . . . . . . . .
Other assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥23,665—
67,066
2,183
—
—
—

¥

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥92,914¥ 85,585(1) Includes hedge funds and real estate funds.

F-103

Balance as ofMarch 31, 2015

Level 2

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
The fair value of plan assets of non-Japanese entities’ plans as of March 31, 2014 was ¥107 million,¥32,953 million and ¥6,535 million which were classified in Level 1, Level 2 and Level 3 of the fair value
hierarchy, respectively. The fair value of plan assets of non-Japanese entities’ plans as of March 31, 2015 was¥4,222 million, ¥136 million and ¥43,851 million which were classified in Level 1, Level 2 and Level 3 of thefair value hierarchy, respectively.
Level 1 plan assets primarily include equity securities and government securities. Unadjusted quoted prices
in active markets for identical assets that Nomura has the ability to access at the measurement date are classified
as Level 1. Level 2 plan assets primarily include investment trust funds, corporate debt securities and investments
in life insurance company’s general accounts. Investment trust funds are valued at their net asset values ascalculated by the sponsor of the funds. Investments in life insurance company’s general accounts are valued atconversion value.
The following tables present information about plan assets of Japanese entities’ plans for which Nomura has
utilized significant Level 3 valuation inputs to estimate fair value.
Millions of yen
Year ended March 31, 2014
Balance
Purchases /as ofUnrealized
sales andApril 1,and realized
other
2013
gains / loss
settlement

Private equity investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥12,323
Investment trust funds and other . . . . . . . . . . . . . . . . . . . . . . . 15,035
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥27,358¥ 1,55033¥ (1,638) ¥12,235(3,248) 11,820¥ 1,583¥ (4,886) ¥24,055

Millions of yen
Year ended March 31, 2015
Balance
Purchases /as ofUnrealized
sales andApril 1,and realized
other
2014
gains / loss
settlement

Private equity investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥12,235
Investment trust funds and other . . . . . . . . . . . . . . . . . . . . . . .
11,820Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥24,055

Balance
as ofMarch 31,2014

Balance
as ofMarch 31,2015¥(2,147)
3,936¥ (3,295) ¥ 6,793
32,78948,545¥ 1,789¥ 29,494¥55,338

The fair value of Level 3 plan assets of non-Japanese entities’ plans, mainly consisting of annuities, was¥6,535 million and ¥43,851 million as of March 31, 2014 and 2015, respectively. The amount of sales of Level 3
assets was ¥2,185 million during the year ended March 31, 2014, and the amount of purchases of Level 3 assets
was ¥36,634 million during the year ended March 31, 2015. The amounts of gains and losses, purchases andsales other than above, transfers between Level 1 or Level 2 and Level 3 relating to these assets during the years
ended March 31, 2014 and 2015 were not significant.
Cash Flows
Nomura expects to contribute approximately ¥5,918 million to Japanese entities’ plans in the year ending
March 31, 2016. Nomura policy is to contribute annual amounts based on the relevant local funding requirementsof the plans.
F-104

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
The following table presents the expected benefit payments of Japanese entities’ plans during the next fivefiscal years and in aggregate for the five fiscal years thereafter.
Year ending March 31

Millions of yen

2016 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2017 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2018 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2019 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2020 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2021-2025 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥12,191
14,115
14,606
14,76913,672
69,034

Defined contribution pension plans—
In addition to defined benefit pension plans, the Company, NSC and other Japanese and non-Japanesesubsidiaries have defined contribution pension plans.
Nomura contributed ¥3,600 million, ¥3,425 million and ¥3,488 million to defined contribution pension
plans for Japanese entities’ plans for the years ended March 31, 2013, 2014 and 2015, respectively.
The contributions to overseas defined contribution pension plans were ¥7,448 million, ¥8,667 million and¥10,382 million for the years ended March 31, 2013, 2014 and 2015, respectively.
Health care benefits—
The Company and certain subsidiaries provide certain health care benefits to both active and retired
employees through NSHIS. The Company and certain subsidiaries also sponsor certain health care benefits toretired employees (“Special Plan”) and who participate in the Special Plan on a pay-all basis, i.e., by requiring aretiree contribution based on the estimated per capita cost of coverage. The Special Plan is a multi-employer
post-retirement plan because it is jointly administered by NSHIS and the Japanese government, and the funded
status of it is not computed separately. Therefore, although the Company and certain subsidiaries contribute some
portion of the cost of retiree health care benefits not covered through retiree contributions, the Company andcertain subsidiaries do not reserve for future costs. The health care benefit costs, which are equivalent to therequired contribution, amounted to ¥7,434 million, ¥6,834 million and ¥7,116 million for the years ended
March 31, 2013, 2014 and 2015, respectively.
13. Deferred compensation plans:
Nomura issues compensation awards to senior management and other employees, certain of which arelinked to the price of the Company’s common stock, in order to retain and motivate key staff.
These stock-based compensation awards comprise Plan A and Plan B Stock Acquisition Rights (“SARs”),
Notional Stock Units (“NSUs”), Collared Notional Stock Units (“CSUs”) and Multi-Year Performance Deferral
Awards (“MYPD awards”). SAR Plan A awards are awards of stock options while SAR Plan B awards, NSUs
and CSUs are analogous to awards of restricted common stock. MYPD awards are performance-based incentive
awards for senior management and senior employees linked to the profitability of Nomura. The Company also
issues other deferred compensation awards, namely Notional Index Units (“NIUs”) which are linked to a worldstock index quoted by Morgan Stanley Capital International.

F-105

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Certain deferred awards granted during and after the year ended March 31, 2014 include “Full Career
Retirement” provisions which permit recipients of the awards to continue to vest in the awards upon voluntarytermination if certain criteria based on corporate title and length of service within Nomura are met.
SAR Plan A awards
The Company issues SAR Plan A awards linked to the price of the Company’s common stock pursuant toseveral stock option plans. These awards vest and are exercisable into the Company’s common stock
approximately two years after grant date, expire approximately seven years after grant date, and are subject toforfeiture on voluntary termination of employment or involuntary termination for cause. The exercise price isgenerally not less than the fair value of the Company’s common stock on grant date.
The grant date fair value of SAR Plan A awards is estimated using a Black-Scholes option-pricing modeland using the following assumptions:•

Expected volatilities based on historical volatility of the Company’s common stock;•

Expected dividend yield based on the current dividend rate at the time of grant;•

Expected lives of the awards determined based on historical experience; and•Expected risk-free interest rate based on Japanese Yen swap rate with a maturity equal to the expected
lives of the options.

The weighted-average grant date fair value of SAR Plan A awards granted during the years ended March 31,
2013, 2014 and 2015 was ¥78, ¥272 and ¥201 per share, respectively. The weighted-average assumptions used ineach of these years were as follows.
Year ended March 31
2013
2014
2015

Expected volatility . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 43.11% 45.97% 45.26%
Expected dividends yield . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2.12% 1.00% 2.39%
Expected lives (in years) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
7
7
7
Risk-free interest rate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
0.45% 0.51% 0.43%
The following table presents activity relating to SAR Plan A awards for the year ended March 31, 2015.
Weighted-averageremaining life
until expiry(years)Outstanding(number of Nomura
shares)

Weighted-average
exercise price

Outstanding as of March 31, 2014 . . . . . . . . . . . . . . . . . . .
Granted . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Exercised . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Forfeited . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Expired . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

15,959,500
2,728,500(1,073,200)(59,400)(1,906,000)

¥ 791
747
328
883
1,874

3.8

Outstanding as of March 31, 2015 . . . . . . . . . . . . . . . . . . .

15,649,400

¥ 683

3.8

Exercisable as of March 31, 2015 . . . . . . . . . . . . . . . . . . .

10,223,600

¥ 624

2.5

F-106

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
The total intrinsic value of SAR Plan A awards exercised during the years ended March 31, 2013, 2014 and2015 was ¥2 million, ¥591 million and ¥401 million, respectively.
The aggregate intrinsic value of SAR Plan A awards outstanding and exercisable as of March 31, 2015 was¥2,068 million and ¥2,068 million, respectively.
As of March 31, 2015, total unrecognized compensation cost relating to SAR Plan A awards was¥647 million which is expected to be recognized over a weighted average period of 1.5 years. The total fair valueof SAR Plan A awards which vested during the years ended March 31, 2013, 2014 and 2015 was ¥0 million,¥1,403 million and ¥1,211 million, respectively.
SAR Plan B awards
The Company issues SAR Plan B awards linked to the price of the Company’s common stock pursuant toseveral stock unit plans. These awards vest and are exercisable into the Company’s common stock approximately
six months to five years after grant date, expire approximately five and half an year to ten years after grant date
and are subject to forfeiture on voluntary termination of employment or involuntary termination for cause. The
exercise price is a nominal ¥1 per share.
The grant date fair value of SAR Plan B awards is determined using the price of the Company’s common
stock.
The following table presents activity relating to SAR Plan B awards for the year ended March 31, 2015.
Weighted-averageremaining life
until expiry(years)Outstanding(number of Nomura
shares)

Weighted-Average
grant date fairvalue per share

Outstanding as of March 31, 2014 . . . . . . . . . . . . . . . . . .
Granted(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Exercised . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Forfeited . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Expired . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

92,621,100
44,339,900(35,387,800)(1,176,500)(7,700)

¥ 474
483
471
498
2,358

5.3

Outstanding as of March 31, 2015 . . . . . . . . . . . . . . . . . .

100,389,000

¥ 478

5.4

Exercisable as of March 31, 2015 . . . . . . . . . . . . . . . . . .

22,668,800

¥ 453

3.5

(1) SAR Plan B awards granted during the year ended March 31, 2015 include awards granted through MYPD
awards. These awards relate to a total of 18,315,000 outstanding Nomura shares with a weighted average
grant date fair value of ¥298 per share.
The weighted-average grant date fair value per share for the years ended March 31, 2013, 2014 and 2015was ¥298, ¥782 and ¥483, respectively.
The total intrinsic value of SAR Plan B awards exercised during the years ended March 31, 2013, 2014 and2015 was ¥15,299 million, ¥33,951 million and ¥23,673 million, respectively.
The aggregate intrinsic value of SAR Plan B awards outstanding and exercisable as of March 31, 2015
(including those granted through MYPD awards) was ¥70,794 million and ¥15,986 million, respectively.
F-107

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
As of March 31, 2015, total unrecognized compensation cost relating to SAR Plan B awards (including
those granted through MYPD awards) was ¥5,902 million which is expected to be recognized over a weighted
average period of 1.7 years. The total fair value of SAR Plan B awards which vested during the years ended
March 31, 2013, 2014 and 2015 was ¥3,624 million, ¥34,943 million and ¥27,662 million, respectively.
Total compensation expense recognized within Non-interest expenses—Compensation and benefits in the
consolidated statements of income relating to SAR Plan A and SAR Plan B awards (including those granted
through MYPD awards) for the years ended March 31, 2013, 2014 and 2015 was ¥19,091 million,¥19,458 million and ¥19,364 million, respectively.
Cash received from the exercise of SAR Plan A and SAR Plan B awards during the year ended March 31,
2015 was ¥387 million and the tax benefit realized from exercise of these awards was ¥2,620 million.
NSU and CSU awards
NSUs and CSUs are cash-settled awards linked to the price of the Company’s common stock. NSUs and
CSUs generally have graded vesting period of approximately five years from grant date, and are subject toforfeiture on voluntary termination of employment or involuntary termination for cause. NSUs replicate the key
features of SAR Plan B awards described above but are settled in cash rather than exercisable into theCompany’s common stock. CSUs are similar to NSUs but exposure of the employee to movements in the price of
the Company’s common stock is subject to a cap and floor.
The fair value of NSUs and CSUs are determined using the price of the Company’s common stock.
The following table presents activity related to NSUs and CSUs for the year ended March 31, 2015.
NSUs
Outstanding(number of units)

Stock
price

CSUs
Outstanding(number of units)

Stock
price

Outstanding as of March 31, 2014 . . . . . . . . . . . . . . . . . . . . . . .
Granted(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Vested . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Forfeited . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

51,695,211
29,845,622(31,829,763)(1,591,537)¥652
50,697,928
623(2) 23,863,468
632(3) (31,863,838)(1,516,480)¥429
674(2)
495(3)

Outstanding as of March 31, 2015 . . . . . . . . . . . . . . . . . . . . . . .

48,119,533¥693(4)¥524(4)

41,181,078(1) NSUs granted during the year ended March 31, 2015 include awards granted through MYPD awards. A totalof 5,389,800 NSU units were granted with a weighted-average grant date fair value of ¥615 per share.
(2) Weighted-average price of the Company’s common stock used to determine number of awards granted.
(3) Weighted-average price of the Company’s common stock used to determine the final cash settlement
amount of the awards.
(4) The price of the Company’s common stock used to remeasure the fair value of the remaining outstanding
unvested awards as of March 31, 2015.
Total compensation expense recognized within Non-interest expenses—Compensation and benefits in the
consolidated statements of income relating to NSUs and CSUs for the years ended March 31, 2013, 2014 and2015 (including NSUs granted through MYPD awards) was ¥33,286 million, ¥37,396 million and¥39,366 million, respectively.
Total unrecognized compensation cost relating to NSUs (including NSUs granted through MYPD awards),
based on the fair value of these awards as of March 31, 2015, was ¥4,144 million, which is expected to berecognized through the consolidated statements of income over a remaining weighted-average period of 0.9 years.
F-108

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
The total fair value of NSUs which vested during the years ended March 31, 2013, 2014 and 2015 was¥14,045 million, ¥23,066 million and ¥20,116 million, respectively.
Total unrecognized compensation cost relating to CSUs, based on the fair value of these awards as ofMarch 31, 2015, was ¥4,360 million, which is expected to be recognized through the consolidated statements ofincome over a remaining weighted-average period of 1.0 years.
The total fair value of CSUs which vested during the years ended March 31, 2013, 2014 and 2015 was¥10,959 million, ¥17,868 million and ¥15,762 million, respectively.
MYPD awards
During the year ended March 31, 2013, Nomura issued MYPD awards, which were performance-based
incentive awards for senior management and employees. Under the terms of the award, notional performance
units were granted which were linked to the profitability of Nomura and specific business segments over a
cumulative two year performance period which ended on March 31, 2014. At the end of the performance period,
the notional performance units would be converted into a pre-determined amount of SAR Plan B awards or NSUs
depending on the extent to which profitability targets were met. MYPD awards are subject to forfeiture on
voluntary termination of employment or involuntary termination for cause.
In June 2014, all outstanding notional performance units were converted into SAR Plan B awards and
NSUs.
The following table presents activity relating to MYPD awards for the year ended March 31, 2015.
Outstanding(number of shares)

Weighted Average
grant date fairvalue per share

Outstanding as of March 31, 2014(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

25,766,250¥298

Forfeited . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(2,061,450)

Converted to SAR Plan B awards and NSUs(2) . . . . . . . . . . . . . . . . . . . . . . . .

(23,704,800)

Outstanding as of March 31, 2015 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

—

298
¥—

(1) Based on the probable number of SAR Plan B awards and NSUs which were expected to be issued onconversion of notional performance units at the end of the performance period.
(2) Represents the actual number of SAR Plan B awards and NSUs which were granted on conversion ofnotional performance units during the year.
Total compensation expense recognized in the consolidated statements of income within Non-interest
expenses—Compensation and benefits for the year ended March 31, 2013 and 2014, relating to outstanding
notional performance units of MYPD awards, and based on the extent to which it was probable that theperformance conditions within the awards would be met, was ¥2,864 million and ¥1,633 million, respectively.
Total compensation expense recognized in the consolidated statements of income within Non-interest expensesCompensation and benefits during the year ended March 31, 2015 in respect of SAR Plan B and NSU awards
issued as a result of conversion of notional performance units during the year are included in the relevant total
amounts disclosed above for these awards. Similarly, total unrecognized compensation cost as of March 31, 2015
and the weighted-average period over which such compensation cost is expected to be recognized in respect ofthese awards is also included in the relevant amounts disclosed above for these awards.
F-109

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Total related tax benefits recognized in the consolidated statements of income for compensation expenses
relating to SAR Plan A awards, SAR Plan B awards (including SAR Plan B awards issued through MYPD
awards) for the years ended March 31, 2013, 2014 and 2015 were ¥1,081 million, ¥1,992 million and¥1,422 million, respectively. The dilutive effect of outstanding compensation plans is included in the weighted
average number of shares outstanding used in diluted EPS computations.
NIU awards
In addition to the stock-based compensation awards described above, Nomura also grants NIUs to certain
senior management and employees. NIUs are cash-settled awards linked to a world stock index quoted by
Morgan Stanley Capital International, have graded vesting period of approximately five years from grant date,
and are subject to forfeiture on voluntary termination of employment or involuntary termination for cause.
The fair value of NIUs is determined using the price of the index.
The following table presents activity relating to NIUs for the year ended March 31, 2015.
Outstanding(number of units)

Index price(1)Outstanding as of March 31, 2014 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Granted . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Vested . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Forfeited . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

37,102,579
23,536,020(25,680,065)(1,511,292)$4,3544,501(2)4,601(3)Outstanding as of March 31, 2015 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

33,447,242$4,650(4)

(1)
(2)
(3)
(4)

The price of each unit is determined using 1/1000th of the index price.
Weighted-average index price used to determine number of awards granted.
Weighted-average index price used to determine the final cash settlement amount of the awards.
Index price used to remeasure the total fair value of the remaining outstanding unvested awards as ofMarch 31, 2015.

Total compensation expense recognized within Non-interest expenses—Compensation and benefits in the
consolidated statements of income relating to NIUs for the year ended March 31, 2013, 2014 and March 31, 2015was ¥8,266 million, ¥15,388 million and ¥12,900 million respectively.
Total unrecognized compensation cost relating to NIUs, based on the fair value of these awards as ofMarch 31, 2015, was ¥2,926 million which is expected to be recognized through the consolidated statements ofincome over a remaining weighted-average period of 1.0 years.
The total fair value of NIUs which vested during the years ended March 31, 2013, 2014 and 2015 was¥8,224 million, ¥14,651 million and ¥12,966 million, respectively.
Total tax benefits recognized in the consolidated statements of income for compensation expense relating to
NSUs, CSUs and NIUs for the years ended March 31, 2013, 2014 and 2015 were ¥1,773 million, ¥1,767 millionand ¥1,252 million, respectively.

F-110

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Subsequent events
On May 18, 2015, the Company adopted a resolution to issue SAR Plan B awards to senior management andemployees of the Company and its subsidiaries. The Company granted total of 255,813 SAR Plan B awards onJune 5, 2015 which represents a right to acquire 25,581,300 shares of the Company. The exercise price is anominal ¥1 per share, the vesting period of these awards ranges from approximately six months to three years
from grant date and these awards can be exercised up to five years after vesting date.
In May 2015, Nomura also granted NSUs, CSUs and NIUs to certain senior management and employees.
These awards have a total grant date fair value of ¥41 billion and a vesting period of up to three years.
All of these awards include “Full Career Retirement” (“FCR”) provisions which permit recipients of theawards to continue to vest in the awards upon voluntary termination if certain criteria based on corporate title andlength of service within Nomura are met. Awards delivered in May 2015 in respect of the performance year
ended March 31, 2015 include similar FCR provisions, however the ability of the recipient to claim FCR in thefirst year of the award is now limited to a pre-defined election window which closes at June 25.
14. Restructuring initiatives:
During the second quarter of the year ended March 31, 2013, Nomura undertook a restructuring initiative
focusing on its Wholesale Division to revise business models and increase business efficiencies. This
restructuring initiative was completed during the year ended March 31, 2015.
As a result of this restructuring initiative, Nomura recognized ¥2,650 million of restructuring costs in the
consolidated statements of income during the year ended March 31, 2014, and ¥nil during the year ended
March 31, 2015. A cumulative total of ¥18,238 million of restructuring costs was recognized as of March 31,
2015. These restructuring costs were primarily reported within Non-interest expenses—Compensation andbenefits in the consolidated statements of income. Outstanding liabilities relating to these restructuring costs,
including currency translation adjustments, were ¥3,760 million and ¥2,326 million as of March 31, 2014 and2015 respectively. During the year ended March 31, 2015, ¥1,704 million of these liabilities were settled.
15. Income taxes:
The following table presents components of Income tax expense reported in the consolidated statements ofincome for the years ended March 31, 2013, 2014 and 2015.
Millions of yen
Year ended March 31
2013
2014
2015

Current:
Domestic . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Subtotal . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deferred:
Domestic . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Subtotal . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
F-111¥ 71,918
6,164
78,082¥ 21,558
6,546
28,104¥ 80,760
13,531
94,291

55,257
109,037(1,300)8,024
53,957
117,061¥132,039 ¥145,165

23,3093,180
26,489¥120,780

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
The income tax benefit recognized from operating losses for the years ended March 31, 2013, 2014 and2015 was ¥2,944 million, ¥26,990 million and ¥3,888 million, respectively, included within deferred income tax
expense above.
The Company and its wholly-owned domestic subsidiaries have adopted the consolidated tax filing system
permitted under Japanese tax law. The consolidated tax filing system is permitted only for a national tax.
As a result of revisions to domestic tax laws during the third quarter ended December 31, 2011 and thefourth quarter ended March 31, 2014, Nomura’s domestic effective statutory tax rate was approximately 38% for
the fiscal years ended March 31, 2013 and March 31, 2014, and decreased to approximately 36% for the fiscal
year ended March 31, 2015.
On March 31, 2015, the “Act to partially revise the Income Tax Act and Others” (Act No.9 of 2015) (“Act9”) and “Act to partially revise the Local Tax Act and Others” (Act No.2 of 2015) (“Act 2”) were enacted. Under
Act 2 and Act 9, effective for fiscal years beginning on or after April 1, 2015, Nomura’s effective statutory tax
rate will decrease from approximately 36% to 33% and will decrease to approximately 32% for fiscal years
beginning on or after April 1, 2016. Furthermore, use of operating loss carryforwards as a deduction for tax
purposes will be limited to 65% of current year taxable income for fiscal years beginning on or after April 1,2015 and will be 50% for fiscal years beginning on or after April 1, 2017. As a result of these future changes,
which affect the applicable tax rate used to determine deferred tax assets and liabilities, net deferred tax liabilities
decreased by ¥4,674 million as of March 31, 2015 and deferred income tax expenses decreased by the sameamount for the year ended March 31, 2015.
Foreign subsidiaries are subject to income taxes of the countries in which they operate. The relationshipbetween income tax expense and pretax accounting income (loss) is affected by a number of items, including
various tax credits, certain revenues not subject to income taxes, certain expenses not deductible for income tax
purposes, changes in deferred tax valuation allowance and different enacted tax rates applicable to foreignsubsidiaries.
The following table presents a reconciliation of the effective income tax rate reflected in the consolidated
statements of income to Nomura’s effective statutory tax rate for the years ended March 31, 2013, 2014 and 2015.
Year ended March 31
2013
2014
2015

Nomura’s effective statutory tax rate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Impact of:
Changes in deferred tax valuation allowance . . . . . . . . . . . . . . . . . . . . . . . . . .
Additional taxable revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Non-deductible expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Non-taxable revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Dividends from foreign subsidiaries . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Tax effect of undistributed earnings of foreign subsidiaries . . . . . . . . . . . . . .
Different tax rate applicable to income (loss) of foreign subsidiaries . . . . . . .
Effect of changes in domestic tax laws . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Expiration of loss carryforwards . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Tax benefit recognized on the devaluation of investment in subsidiaries andaffiliates . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Effective tax rate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
F-112

38.0%

38.0%

36.0%

(0.7)
1.5
12.9
(9.3)
0.2
0.2
10.0
0.9
1.3

(9.8)
0.4
7.7
(8.0)
—
3.5
6.3
0.6
0.7

5.1
0.3
5.9
(4.7)
0.0
0.0
(1.4)
(1.4)
0.0

—
0.5

1.4
(0.7)

—
(5.0)

55.5%

40.1%

34.8%

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
The following table presents the significant components of deferred tax assets and liabilities as of March 31,
2014 and 2015, before offsetting of amounts which relate to the same tax-paying component within a particular
tax jurisdiction.
Millions of yen
March 312014
2015

Deferred tax assets
Depreciation, amortization and valuation of fixed assets . . . . . . . . . . . . . . . . . . . . . .
Investments in subsidiaries and affiliates . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Valuation of financial instruments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accrued pension and severance costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other accrued expenses and provisions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Operating losses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 12,604
54,67846,321
7,850
102,922437,8993,991¥ 14,692
33,55356,566
10,335
123,567
466,531
4,356

Gross deferred tax assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Less—Valuation allowance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

666,265(490,603)

709,600(565,103)

Total deferred tax assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

175,662

144,497

Deferred tax liabilities
Investments in subsidiaries and affiliates . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Valuation of financial instruments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Undistributed earnings of foreign subsidiaries . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Valuation of fixed assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

107,020
54,524736
21,204
4,899

109,087
56,808735
20,644
8,670

Total deferred tax liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

188,383

195,944

Net deferred tax assets (liabilities) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ (12,721) ¥ (51,447)

After offsetting deferred tax assets and liabilities which relate to the same tax-paying component within aparticular tax jurisdiction, net deferred tax assets reported within Other assets—Other in the consolidated balance
sheets were ¥22,018 million and ¥19,718 million as of March 31, 2014 and 2015, respectively and net deferred
tax liabilities reported within Other liabilities in the consolidated balance sheets were ¥34,739 million and¥71,165 million as of March 31, 2014 and 2015, respectively.
As of March 31, 2015, no deferred tax liabilities have been recognized for undistributed earnings of foreignsubsidiaries totaling ¥2,853 million which are not expected to be remitted in the foreseeable future. It is notpracticable to determine the amount of income taxes payable in the event all such foreign earnings are
repatriated.

F-113

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
The following table presents changes in the total valuation allowance established against deferred tax assets
for the years ended March 31, 2013, 2014 and 2015.

2013

Millions of yen
Year ended March 31
2014

2015

Balance at beginning of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net change during the year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥490,986
31,234(1)¥522,220¥490,603(31,617)(2)
74,500(3)Balance at end of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

522,220490,603565,103(1) Primarily includes ¥52,862 million of additional full valuation allowances established by certain foreignsubsidiaries against additional operating loss carryforwards generated during the period as a result ofadditional taxable losses being incurred by such subsidiaries, ¥1,275 million of additional valuation
allowances established against deferred tax assets of certain Japanese subsidiaries and the Company, offset
by a reduction of ¥22,903 million of valuation allowances relating to the deconsolidation of NREH. In total,¥31,234 million of allowances increased for the year ended March 31, 2013.
(2) Primarily includes ¥29,134 million of additional full valuation allowances established by certain foreignsubsidiaries against additional operating loss carryforwards generated during the period as a result ofadditional taxable losses being incurred by such subsidiaries, offset by a reduction of ¥47,263 million ofvaluation allowances related to the liquidation of certain foreign subsidiaries and a reduction of¥13,488 million of valuation allowances established by the Company and domestic subsidiaries because ofchanges in the expected realization of deferred tax assets other than those related to operating loss
carryforwards. In total, ¥31,617 million of allowances decreased for the year ended March 31, 2014.
(3) Primarily includes ¥85,403 million of additional full valuation allowances established by certain foreignsubsidiaries against additional operating loss carryforwards generated during the period as a result ofadditional taxable losses being incurred by such subsidiaries, offset by a reduction of ¥2,921 million ofvaluation allowances of certain foreign subsidiaries and a reduction of ¥7,982 million related to Japanesesubsidiaries and the Company because of decrease in valuation allowances related to operating loss
carryforwards due to the effect of changes in domestic tax laws. In total, ¥74,500 million of allowances
increased for the year ended March 31, 2015.
As of March 31, 2015, total operating loss carryforwards were ¥2,099,334 million, which included¥589,272 million relating to the Company and domestic subsidiaries, ¥742,535 million relating to foreignsubsidiaries in the United Kingdom, ¥484,573 million relating to foreign subsidiaries in the United States,¥202,806 million relating to foreign subsidiaries in Hong Kong, and ¥80,148 million relating to foreignsubsidiaries in other tax jurisdictions. Of this total amount, ¥1,021,835 million can be carried forward
indefinitely, ¥760,972 million expires by March 31, 2024 and ¥316,527 million expires in later fiscal years.
In determining the amount of valuation allowances to be established as of March 31, 2015, Nomura
considered all available positive and negative evidence around the likelihood that sufficient future taxable
income will be generated to realize the deferred tax assets in the relevant tax jurisdiction of the Company, its
domestic subsidiaries and foreign subsidiaries.
In Japan and other tax jurisdictions where domestic and foreign subsidiaries have experienced cumulative
operating losses in recent years, these losses provided the most verifiable negative evidence available andoutweigh positive evidence.

F-114

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
While Nomura has considered certain future tax planning strategies as a potential source of future taxable
income, no such strategies have been relied upon as positive evidence resulting in the reduction of valuation
allowances in any major tax jurisdiction in which Nomura operates as of March 31, 2013, 2014 and 2015. In
addition, valuation allowances have not been reduced in any of these periods as a result of changing theweighting applied to positive or negative evidence in any of the major tax jurisdictions in which Nomura
operates.
The total amount of unrecognized tax benefits was not significant as of March 31, 2013, 2014 and 2015.
There were also no significant movements of the gross amounts in unrecognized tax benefits and the amount ofinterest and penalties recognized due to the unrecognized tax benefits during the years ended March 31, 2013,2014 and 2015. Nomura is under continuous examination by the Japanese National Tax Agency and other taxing
authorities in the major jurisdictions in which Nomura operates. Nomura regularly assesses the likelihood ofadditional assessments in each tax jurisdiction and the impact on these consolidated financial statements. It isreasonably possible that there may be a significant increase in unrecognized tax benefits within 12 months ofMarch 31, 2015. Quantification of an estimated range cannot be made at this time due to the uncertainty of thepotential outcomes. However, Nomura does not expect that any change in the gross balance of unrecognized tax
benefits would have a material effect on its financial condition.
Nomura operates in multiple tax jurisdictions, and faces audits from various taxing authorities regarding
many issues including, but not limited to, transfer pricing, the deductibility of certain expenses, foreign tax
credits and other matters.
The table below presents information regarding the earliest year in which Nomura remains subject toexamination in the major jurisdictions in which Nomura operates as of March 31, 2015. Under Hong Kong
Special Administrative Region (“Hong Kong”) tax law, the statute of limitation does not apply if an entity incurs
taxable losses and is therefore not included in the table.
Jurisdiction

Year

Japan . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
United Kingdom . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
United States . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

2010(1)2014
2012(1) The earliest year in which Nomura remains subject to examination for transfer pricing issues is 2009.
16. Other comprehensive income (loss):
The following tables present changes in Accumulated other comprehensive income (loss) for the years ended
March 31, 2014 and 2015.
Millions of yen
For the year ended March 31, 2014

Balance at
beginningof year

Other
comprehensive
income (loss)
beforereclassifications

Reclassifications out ofaccumulated othercomprehensive income(loss)Net change
during theyear

Balance at
end of year

Cumulative translation adjustments . .
Pension liability adjustment . . . . . . . .
Net unrealized gain on non-trading
securities . . . . . . . . . . . . . . . . . . . . .

¥(38,875)(28,518)¥66,707
8,708¥ (128)
1,001¥66,579
9,709¥ 27,704(18,809)

9,998

3,342

(1,599)1,743

11,741

Total . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥(57,395)¥78,757¥ (726)¥78,031¥ 20,636

F-115

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Millions of yen
For the year ended March 31, 2015

Balance at
beginningof year

Cumulative translation adjustments . . ¥ 27,704
Pension liability adjustment . . . . . . . .
(18,809)
Net unrealized gain on non-trading
securities . . . . . . . . . . . . . . . . . . . . .
11,741
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥ 20,636

Other
comprehensive
income (loss)
beforereclassifications

Reclassifications out ofaccumulated othercomprehensive income(loss)Net change
during theyear

Balance at
end of year

¥110,679
2,768¥(5,012)637¥105,667
3,405¥133,371(15,404)

16,588¥130,035(2,557)¥(6,932)

14,031¥123,103

25,772¥143,739

The following tables present significant reclassifications out of Accumulated other comprehensive income(loss) for the years ended March 31, 2014 and 2015.
Millions of yen
For the year ended March 31
2014
2015
Reclassifications out of
Reclassifications out ofaccumulated otheraccumulated otherAffected line items in consolidated
comprehensive income (loss) comprehensive income (loss)
statements of income

Cumulative translation
adjustments:
¥

¥

128
—
128

¥ 5,995
(983)
5,012

—

—

128

¥ 5,012

Revenue—Other
Income tax expense
Net income
Net income attributable tononcontrolling interests
Net income attributable to
NHI shareholders

Millions of yen
For the year ended March 31
2014
2015
Reclassifications out of
Reclassifications out ofaccumulated otheraccumulated otherAffected line items incomprehensive income (loss) comprehensive income (loss) consolidated statements of income

Net unrealized gain on nontrading securities:¥ 4,220(2,065)
2,155¥ 4,879(1,481)
3,398

(556)

(841)

¥ 1,599¥ 2,557

See Note 5 “Non-trading Securities” for further information.
F-116

Revenue—Other
Income tax expense
Net income
Net income attributable tononcontrolling interests
Net income attributable to
NHI shareholders

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
17. Shareholders’ equity:
The following table presents changes in shares of the Company’s common stock outstanding for the years
ended March 31, 2013, 2014 and 2015.

2013

Number of SharesYear ended March 31
2014

2015

Common stock outstanding at beginning of year . . . . . . . . . . . .

3,663,483,895

3,710,960,252

3,717,630,462

Common stock held in treasury:
Repurchases of common stock . . . . . . . . . . . . . . . . . . . . . .
Sales of common stock . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Common stock issued to employees . . . . . . . . . . . . . . . . .
Other net change in treasury stock . . . . . . . . . . . . . . . . . . .

(19,209)601
47,335,900
159,065(40,054,831)
1,920,457
44,689,800
114,784(155,232,995)
5,251
36,461,000
1,495

Common stock outstanding at end of year . . . . . . . . . . . . . . . . .

3,710,960,252

3,717,630,462

3,598,865,213

The amount available for dividends and acquisition of treasury stock is subject to restrictions imposed by
the Companies Act. Additional paid-in capital and retained earnings include amounts which the Companies Act
prohibits for the use of dividends and acquisition of treasury stock. As of March 31, 2013, 2014 and 2015, theamounts available for distributions were ¥538,021 million, ¥583,354 million and ¥735,394 million, respectively.
These amounts are based on the amounts recorded in the Company’s unconsolidated financial statements
maintained in accordance with accounting principles and practices prevailing in Japan. U.S. GAAP adjustments
incorporated in these consolidated financial statements but not recorded in the Company’s unconsolidated
financial statements have no effect on the determination of the amounts available for distributions under theCompanies Act.
Retained earnings include Nomura’s share of investee undistributed earnings which have been accounted forunder the equity method, in the amount of ¥125,944 million, ¥136,112 million and ¥164,311 million as ofMarch 31, 2013, 2014 and 2015, respectively.
Dividends on the Company’s common stock per share were ¥8.0 for the year ended March 31, 2013, ¥17.0
for the year ended March 31, 2014 and ¥19.0 for the year ended March 31, 2015.
The change in common stock held in treasury includes the change in common stock issued to employees
under stock-based compensation plans, common stock sold to enable shareholders to hold round lots of the 100
share minimum tradable quantity (adding-to-holdings requests) or common stock acquired to create round lots oreliminate odd lots. Common stock held in treasury also includes, as of March 31, 2013, 2014 and 2015,
1,257,966 shares, or ¥2,161 million, 1,143,181 shares, or ¥2,120 million, and 1,141,686 shares, or¥2,017 million, respectively, held by affiliated companies.
Subsequent Events
On May 19, 2015, the board of directors approved a resolution to set up a share buyback program, pursuant
to the Company’s articles of incorporation set out in accordance with Article 459-1 of the Companies Act asfollows: (a) total number of shares authorized for repurchase is up to 25,000,000 shares, (b) total value of sharesauthorized for repurchase is up to ¥20 billion and (c) the share buyback program will run from May 20, 2015, to
July 28, 2015. Under this buyback program from May 20, 2015 to May 29, 2015, the Company repurchased
24,331,100 shares of common stock at a cost of ¥19,977 million. This completes the share buyback program.
F-117

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
18. Regulatory requirements:
In April 2011, the Company has been assigned as Final Designated Parent Company who must calculate aconsolidated capital adequacy ratio and since then, our consolidated capital adequacy ratio has been calculated
based on Capital Adequacy Notice on Final Designated Parent Company. The Capital Adequacy Notice on Final
Designated Parent Company has been revised in line with Basel 2.5 and Basel III and Nomura has calculated a
Basel III-based consolidated capital adequacy ratio since March 2013.
In accordance with Article 2 of the Capital Adequacy Notice on Final Designated Parent Company,
Nomura’s consolidated capital adequacy ratio is calculated based on the amounts of common equity Tier 1
capital, Tier 1 capital, total capital, credit risk-weighted assets, market risk and operational risk. As of March 31,
2014 and March 31, 2015, the Company was in compliance with common equity Tier1 capital ratio, Tier 1
capital ratio and consolidated capital adequacy ratio requirements set out in the Capital Adequacy Notice on
Final Designated Parent Company. The required level as of March 31, 2015 was 4.5% for the common equity
Tier 1 capital ratio, 6.0% for the Tier 1 capital ratio and 8.0% for the consolidated capital adequacy ratio.
Under the Financial Instruments and Exchange Act (“FIEA”), NSC and NFPS are subject to the capital
adequacy rules of the FSA. These rules requires the maintenance of a capital adequacy ratio, which is defined as
the ratio of adjusted capital to a quantified total of business risk, of not less than 120%. Adjusted capital isdefined as net worth (which includes shareholders’ equity, net unrealized gains and losses on securities held,
reserves and subordinated debt) less illiquid assets. Business risks are divided into three categories: (1) market
risks, (2) counterparty risks, and (3) basic risks. Under these rules, there are no restrictions on the operations of
the companies provided that the resulting net capital adequacy ratio exceeds 120%. As of March 31, 2014 and2015, the capital adequacy ratio of NSC exceeded 120%. Also, as of March 31, 2014 and 2015, the capital
adequacy ratio of NFPS also exceeded 120%.
Financial Instruments Firms in Japan are required to segregate cash deposited by clients in connection withsecurities transactions under the FIEA. As of March 31, 2014 and 2015, NSC segregated debt securities with amarket value of ¥456,070 million and ¥433,011 million and equity securities with a market value of¥7,656 million and ¥nil, respectively, which were either included in Trading assets on the accompanying
consolidated balance sheets or borrowed under lending and borrowing securities contracts, as a substitute forcash.
In the U.S., Nomura Securities International, Inc. (“NSI”) is registered as a broker-dealer under the
Securities Exchange Act of 1934 and as a futures commission merchant with the Commodity Futures Trading
Commission (“CFTC”). NSI is also regulated by self-regulatory organizations, such as the Financial Industry
Regulatory Authority (“FINRA”) and the Chicago Mercantile Exchange Group as its designated self-regulatoryorganization. NSI is subject to the SEC’s Uniform Net Capital Rule (“Rule 15c3-1”) and other related rules,
which require net capital, as defined under the alternative method, of not less than the greater of $1,000,000 or
2% of aggregate debit items arising from client transactions. NSI is also subject to CFTC Regulation 1.17 which
requires the maintenance of net capital of 8% of the total risk margin requirement, as defined, for all positions
carried in client accounts and nonclient accounts or $1,000,000, whichever is greater. NSI is required to maintainnet capital in accordance with the SEC, CFTC, or other various exchange requirements, whichever is greater.
Another U.S. subsidiary, Nomura Global Financial Products Inc. (“NGFP”) is registered as an OTC Derivatives
Dealer under the Securities Exchange Act of 1934. NGFP is subject to Rule 15c3-1 and applies Appendix F.
NGFP is required to maintain net capital of $20,000,000 in accordance with the SEC. Another U.S. subsidiary,
Instinet, LLC (“ILLC”) is a broker-dealer registered with the SEC and is a member of FINRA. Further, ILLC isan introducing broker registered with the CFTC and a member of the National Futures Association and various
other exchanges. ILLC is subject to Rule 15c3-1 which requires the maintenance of minimum net capital, as
F-118

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
defined under the alternative method, equal to the greater of $1,000,000, 2% of aggregate debit items arisingfrom client transactions, or the CFTC minimum requirement. Under CFTC rules, ILLC is subject to the greater ofthe following when determining its minimum net capital requirement: $45,000 minimum net capital required as a
CFTC introducing broker; the amount of adjusted net capital required by a futures association of which it is amember; and the amount of net capital required by Rule 15c3-1(a). As of March 31, 2014 and 2015, NSI, NGFPand ILLC were in compliance with relevant regulatory capital related requirements.
In Europe, Nomura Europe Holdings plc (“NEHS”) is regulated on a consolidated basis by the Prudential
Regulation Authority in the U.K., which imposes minimum capital adequacy requirements on NEHS. Nomura
International plc (“NIP”), the most significant of NEHS’ subsidiaries, acts as a securities brokerage and dealing
business. NIP is regulated and has minimum capital adequacy requirements imposed on it on a standalone basisby the Prudential Regulation Authority in the U.K. Nomura Bank International plc (“NBI”), another subsidiary of
NEHS, is also regulated by the Prudential Regulation Authority in the U.K. on a standalone basis. As of
March 31, 2014 and 2015, NEHS, NIP and NBI were in compliance with relevant regulatory capital related
requirements.
In Asia, Nomura International (Hong Kong) Limited (“NIHK”) and Nomura Singapore Ltd (“NSL”) areregulated by their local respective regulatory authorities. NIHK is licensed by the Securities and Futures
Commission in Hong Kong to carry out regulated activities including dealing in securities and futures contracts,
and advising on securities, futures contracts and corporate finance. With effect from April 22, 2013, NIHK
assumed from its fellow subsidiary, Nomura Securities (Hong Kong) Ltd, the roles of exchange participant andoptions trading exchange participant on the Stock Exchange of Hong Kong Ltd., futures commission merchant at
the Hong Kong Futures Exchange Ltd. and clearing participant on the Hong Kong Securities Clearing Co. Ltd.,the SEHK Options Clearing House Ltd. and HKFE Clearing Corporation Ltd. NIHK has a branch located in
Taiwan which is also regulated by its local regulators. Activities of NIHK including its branch are subject to the
Securities and Futures (Financial Resources) Rules which require it, at all times, to maintain liquid capital at alevel not less than its required liquid capital. Liquid capital is the amount by which liquid assets exceed ranking
liabilities. Required liquid capital is calculated in accordance with provisions laid down in the Securities andFutures (Financial Resources) Rules. NSL is a merchant bank with an Asian Currency Unit (“ACU”) license
governed by the Monetary Authority of Singapore (“MAS”). NSL carries out its ACU regulated activities
including, among others, securities brokerage and dealing business. The regulations require NSL to maintain aminimum capital of SGD15 million. NSL is regulated and has minimum capital adequacy requirements imposedon it on a standalone basis by the MAS in Singapore. As of March 31, 2014 and 2015, NIHK and NSL were incompliance with relevant regulatory capital related requirements.
19. Affiliated companies and other equity-method investees:
Nomura’s significant affiliated companies and other equity-method investees include JAFCO Co., Ltd.
(“JAFCO”), NRI and NREH.
JAFCO
JAFCO, which is a listed company in Japan, manages various venture capital funds and provides private
equity-related investment services to portfolio companies.
In March 2014, the Company sold 2,200,000 shares of JAFCO. Nomura’s ownership of JAFCO decreased
from 24.4% as of March 31, 2013 to 19.4% as a result of the sale. Nomura continues to account for JAFCO using
the equity method because Nomura still has the ability to exercise significant influence over operating andfinancial decisions of JAFCO.
F-119

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
As of March 31, 2015, Nomura’s ownership of JAFCO was 19.5% and there was no remaining equity
method goodwill included in the carrying amount of the investment.
NRI
NRI develops and manages computer systems and provides research services and management consulting
services. One of the major clients of NRI is Nomura.
As of March 31, 2015, Nomura’s ownership of NRI was 37.9 % and the remaining balance of equity method
goodwill included in the carrying value of the investment was ¥57,210 million.
Fortress
Fortress Investment Group LLC (“Fortress”) is a global investment management firm. Fortress raises,
invests and manages private equity funds, hedge funds and publicly traded alternative investment vehicles. The
investment in Fortress was treated as an investment in a limited partnership and was accounted for by the equity
method of accounting.
On February 13, 2014, Fortress has repurchased all of Nomura’s ownership stake. As a result, Fortress istherefore no longer Nomura’s equity method investee.
NREH
NREH is the holding company of the Nomura Real Estate Group which is primarily involved in theresidential property development, leasing, investment management as well as other real estate-related activities.
NREH was a consolidated subsidiary of Nomura until March 2013. In March 2013, Nomura sold 32,040
thousand shares of NREH. As a result, Nomura’s voting interest fell to 34.0%. Since Nomura no longer
maintained a controlling financial interest in NREH, NREH was deconsolidated and is now an affiliatedcompany accounted for by the equity method.
Revenue—Other in the consolidated statements of income for the year ended March 31, 2013 included realestate sales of ¥336,858 million. Revenues are recognized when the sales have closed, the buyer’s initial andcontinuing investments are adequate to demonstrate a commitment to pay for the real estate and Nomura does nothave substantial continuing involvement in the real estate. The costs of real estate sales corresponding to theserevenues were ¥306,570 million reported within Non-interest expenses—Other in the consolidated statements ofincome.
On deconsolidating NREH, a gain of ¥50,139 million, including unrealized gain of ¥38,468 million from
Nomura’s remaining shares, was recognized which is reported in the consolidated statements of income within
Revenue—Other.
As of March 31, 2015, Nomura’s ownership of NREH was 34.1% and the remaining balance of equity
method goodwill included in the carrying value of the investment was ¥11,012 million.

F-120

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Summary financial information—
A summary of financial information for JAFCO, NRI and NREH is as follows.
Millions of yen
March 312014
2015

Total assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥2,089,844
1,247,768¥2,268,874
1,308,632

Millions of yen
Year ended March 31
2013(1)
2014
2015

Net revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥143,193 ¥947,213 ¥781,110
Non-interest expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
69,899779,690
610,747
Net income attributable to the companies . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
48,70687,261
119,838(1) NREH has been accounted for using the equity method from March 2013.
A summary of financial information for Fortress is as follows.
Millions of yen
Year ended March 31
2013(1)
2014(1)

Net revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Non-interest expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net income (loss) attributable to the company . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 95,356
73,956
6,487¥144,349
89,33820,071(1) Financial information for Fortress is as of its fiscal years ended December 31, 2012 and 2013, respectively.
Nomura historically recognized its share of Fortress’s earnings on a three-month lag prior to its disposal in
2014.
The following tables present a summary of balances and transactions with affiliated companies and other
equity-method investees, except for lease transactions with NRI, which are disclosed in Note 8 “Leases”, as ofMarch 31, 2014 and 2015, and for the years ended March 31, 2013, 2014 and 2015.
Millions of yen
March 312014
2015

Investments in affiliated companies . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Advances to affiliated companies . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other receivables from affiliated companies . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other payables to affiliated companies . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥339,637
5,797
6,919
9,344

¥376,174
2,104
2,328
6,720

Millions of yen
Year ended March 31
2013
2014
2015

Revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥ 7,418 ¥ 411 ¥ 688
Non-interest expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
48,75557,687
48,176
Purchase of software, securities and tangible assets . . . . . . . . . . . . . . . . . . . . . . . .
55,09926,655
26,772
F-121

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
The following table presents the aggregate carrying amount and fair value of investments in affiliatedcompanies and other equity-method investees for which a quoted market price is available as of March 31, 2014
and 2015.
Millions of yen
March 31
2014
2015

Carrying amount . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fair value . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥330,983
429,854¥362,984
530,570

Equity in earnings of equity-method investees, including those above, was income of ¥18,597 million,
income of ¥37,805 million and income of ¥43,028 million for the years ended March 31, 2013, 2014 and 2015,
respectively. Equity in earnings of equity-method investees is reported within Revenue—Other in the
consolidated statements of income. Dividends from equity-method investees for the years ended March 31, 2013,2014 and 2015 were ¥5,594 million, ¥8,306 million and ¥8,256 million, respectively.
20. Commitments, contingencies and guarantees:
Commitments—
Credit and investment commitments
In connection with its banking and financing activities, Nomura provides commitments to extend credit
which generally have fixed expiration dates. In connection with its investment banking activities, Nomura enters
into agreements with clients under which Nomura commits to underwrite notes that may be issued by the clients.
The outstanding commitments under these agreements are included below in commitments to extend credit.
Nomura has commitments to invest in various partnerships and other entities, primarily in connection withits merchant banking activities, and also has commitments to provide financing for investments related to thesepartnerships. The outstanding commitments under these agreements are included in commitments to invest in
partnerships.
Certain consolidated VIEs which are engaged in the aircraft leasing business have commitments to purchaseaircraft. The outstanding commitments under these agreements are included in commitments to purchase aircraft.
The following table presents a summary of the key types of outstanding commitments provided by Nomura
as of March 31, 2014 and 2015.
Millions of yen
March 312014
2015

Commitments to extend credit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Commitments to invest in partnerships . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Commitments to purchase aircraft . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

F-122¥479,634
18,4604,409¥421,526
20,710—NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
As of March 31, 2015, these commitments had the following maturities:

Commitments to extend credit . . . . . . . . . . . . . . . . . . . . .
Commitments to invest in partnerships . . . . . . . . . . . . . .
Commitments to purchase aircraft . . . . . . . . . . . . . . . . . .

Totalcontractual
amountMillions of yen
Years to maturity
Less than
1 to 33 to 5
1 yearyears
years

More than
5 years¥421,526
20,710—¥50,395
2,676—¥115,173
11,254—¥74,747
318—¥181,211
6,462—

The contractual amounts of these commitments to extend credit represent the amounts at risk should thecontracts be fully drawn upon, should the counterparties default, and assuming the value of any existing
collateral becomes worthless. The total contractual amount of these commitments may not represent future cash
requirements since the commitments may expire without being drawn upon. The credit risk associated with thesecommitments varies depending on the clients’ creditworthiness and the value of collateral held. Nomura
evaluates each client’s creditworthiness on a case-by-case basis. The amount of collateral obtained, if deemednecessary by Nomura upon extension of credit, is based on credit evaluation of the counterparty.
Other commitments
Purchase obligations for goods or services that include payments for construction-related, advertising, andcomputer and telecommunications maintenance agreements amounted to ¥15,901 million as of March 31, 2014and ¥18,779 million as of March 31, 2015.
Nomura has commitments under resale and repurchase agreements including amounts in connection withcollateralized agreements and collateralized financing. These commitments amounted to ¥2,365 billion for resaleagreements and ¥771 billion for repurchase agreements as of March 31, 2014 and ¥3,140 billion for resaleagreements and ¥1,296 billion for repurchase agreements as of March 31, 2015.
In Japan, there is a market in which participants lend and borrow debt and equity securities without
collateral to and from financial institutions. Under these arrangements, Nomura had obligations to return debt
and equity securities borrowed without collateral of ¥259 billion and ¥358 billion as of March 31, 2014 and2015, respectively.
As a member of various securities clearing houses and exchanges, Nomura may be required to assume acertain share of the financial obligations of another member who may default on its obligations to the clearing
house or the exchange. These guarantees are generally required under the membership agreements. To mitigate
these risks, exchanges and clearing houses often require members to post collateral. The potential for Nomura to
make payments under such guarantees is deemed remote.
Contingencies
Investigations, lawsuits and other legal proceedings
In the normal course of business as a global financial services entity, Nomura is involved in investigations,lawsuits and other legal proceedings and, as a result, may suffer loss from any fines, penalties or damages
awarded against Nomura, any settlements Nomura chooses to make to resolve a matter, and legal and otheradvisory costs incurred to support and formulate a defense.

F-123

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
The ability to predict the outcome of these actions and proceedings is inherently difficult, particularly whereclaimants are seeking substantial or indeterminate damages, where investigations and legal proceedings are at an
early stage, where the matters present novel legal theories or involve a large number of parties, or which takeplace in foreign jurisdictions with complex or unclear laws.
The Company regularly evaluates each legal proceeding and claim on a case-by-case basis in consultation
with external legal counsel to assess whether an estimate of possible loss or range of loss can be made, if
recognition of a liability is not appropriate. In accordance with ASC 450 “Contingencies” (“ASC 450”), theCompany recognizes a liability for this risk of loss arising on each individual matter when a loss is probable andthe amount of such loss or range of loss can be reasonably estimated. The amount recognized as a liability isreviewed at least quarterly and is revised when further information becomes available. If these criteria are not
met for an individual matter, such as if an estimated loss is only reasonably possible rather than probable, noliability is recognized. However, where a material loss is reasonably possible, the Company will disclose detailsof the legal proceeding or claim below. Under ASC 450 an event is defined as reasonably possible if the chanceof the loss to the Company is more than remote but less than probable.
The most significant actions and proceedings against Nomura are summarized below. The Company
believes that, based on current information available as of the date of these consolidated financial statements, theultimate resolution of these actions and proceedings will not be material to the Company’s financial condition.
However, an adverse outcome in certain of these matters could have a material adverse effect on the consolidated
statements of income or cash flows in a particular quarter or annual period.
For certain of the significant actions and proceedings described below, the Company is currently able toestimate the amount of reasonably possible loss, or range of reasonably possible losses, in excess of amounts
recognized as a liability (if any) against such cases. These estimates are based on current information available asof the date of these consolidated financial statement and include, but are not limited to, the specific amount ofdamages or claims against Nomura in each case. As of June 25, 2015, for those cases where an estimate of therange of reasonably possible losses can be made, the Company estimates that the total aggregate reasonably
possible maximum loss in excess of amounts recognized as a liability (if any) against these cases isapproximately ¥45 billion.
For certain other significant actions and proceedings, the Company is unable to provide an estimate of thereasonably possible loss or range of reasonably possible losses because, among other reasons, (i) the proceedings
are at such an early stage there is not enough information available to assess whether the stated grounds for theclaim are viable; (ii) damages have not been identified by the claimant; (iii) damages are unsupported and/or
exaggerated; (iv) there is uncertainty as to the outcome of pending appeals or motions; (v) there are significant
legal issues to be resolved that may be dispositive, such as the applicability of statutes of limitations; and/or(vi) there are novel or unsettled legal theories underlying the claims.
In January 2008, Nomura International plc (“NIP”) was served with a tax notice issued by the tax authorities
in Pescara, Italy alleging breaches by NIP of the U.K.-Italy Double Taxation Treaty of 1998 (the “Tax Notice”).
The alleged breaches relate to payments to NIP of tax credits on dividends on Italian shares. The Tax Notice not
only denies certain payments to which NIP claims to be entitled but also seeks reimbursement of approximately
EUR 33.8 million, plus interest, already refunded. NIP continues vigorously to challenge the Pescara Tax Court’s
decisions in favor of the local tax authorities.
In October 2010 and June 2012, two actions were brought against NIP, seeking recovery of payments
allegedly made to NIP by Fairfield Sentry Ltd. and Fairfield Sigma Ltd. (collectively, the “Fairfield Funds”),
which are now in liquidation and were feeder funds to Bernard L. Madoff Investment Securities LLC (inF-124

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
liquidation pursuant to the Securities Investor Protection Act in the U.S. since December 2008) (“BLMIS”). The
first suit was brought by the liquidators of the Fairfield Funds. It was filed on October 5, 2010 in the Supreme
Court of the State of New York, but was subsequently removed to the U.S. Bankruptcy Court, where it ispresently pending. The second suit was brought by the Trustee for the liquidation of BLMIS (the “Madoff
Trustee”). NIP was added as a defendant in June 2012 when the Madoff Trustee filed an amended complaint in
the U.S. Bankruptcy Court. Both actions seek to recover approximately $35 million.
In March 2011, PT Bank Mutiara Tbk. (“Bank Mutiara”) commenced proceedings in the Commercial Courtof the Canton of Zurich against a special purpose entity (“SPE”) established at the request of NIP. These areproceedings to challenge the SPE’s rights over approximately $156 million in an account held in Switzerland.
The SPE, which is consolidated by NIP, has a security interest over the money pursuant to a loan facility with
Telltop Holdings Limited, a third party company. Telltop Holdings Limited is currently in liquidation. The SPE
does not believe that Bank Mutiara has any enforceable security interest over the funds and is seeking release of
the monies. NIP was notified on October 2, 2014 that the Commercial Court has found that the SPE alone isentitled to the funds. Bank Mutiara has appealed this decision. NIP continues vigorously to contest the appeal.
In April 2011, the Federal Home Loan Bank of Boston (“FHLB-Boston”) commenced proceedings in the
Superior Court of Massachusetts against numerous issuers, sponsors and underwriters of residential mortgagebacked securities (“RMBS”), and their controlling persons, including Nomura Asset Acceptance Corporation(“NAAC”), Nomura Credit & Capital, Inc. (“NCCI”), Nomura Securities International, Inc. (“NSI”) and Nomura
Holding America Inc. (“NHA”). The action alleges that FHLB-Boston purchased RMBS issued by NAAC forwhich the offering materials contained untrue statements or omitted material facts concerning the underwriting
standards used by the original lenders and the characteristics of the loans underlying the securities. FHLB-Boston
seeks rescission of its purchases or compensatory damages pursuant to state law. FHLB-Boston alleges that itpurchased certificates in four offerings issued by NAAC in the original principal amount of approximately $406
million. The case is currently in the discovery phase.
In July 2011, the National Credit Union Administration Board (“NCUA”) commenced proceedings in the
United States District Court for the Central District of California as liquidating agent of Western Corporate
Federal Credit Union (“WesCorp”) against various issuers, sponsors and underwriters of RMBS purchased by
WesCorp. The complaint alleges that WesCorp purchased RMBS issued by NAAC and Nomura Home Equity
Loan Inc. (“NHEL”), among others, for which the offering materials contained untrue statements or omitted
material facts concerning the underwriting standards used by the original lenders. The complaint alleges that
WesCorp purchased certificates in two offerings in the original principal amount of approximately $83 million
and seeks rescission of its purchases or compensatory damages. The court has dismissed NCUA’s claims against
NHEL and NCUA has appealed to the Ninth Circuit and the appeal is pending. NCUA’s claim against NAAC isproceeding and is currently in the discovery phase.
In September 2011, the Federal Housing Finance Agency (“FHFA”), as conservator for the government
sponsored enterprises, Federal National Mortgage Association and Federal Home Loan Mortgage Corporation(the “GSEs”), commenced proceedings in the United States District Court for the Southern District of New Yorkagainst numerous issuers, sponsors and underwriters of RMBS, and their controlling persons, including NAAC,
NHEL, NCCI, NSI and NHA, (the Company’s U.S. subsidiaries). The action alleges that the GSEs purchased
RMBS issued by NAAC and NHEL for which the offering materials contained untrue statements or omitted
material facts concerning the underwriting standards used by the original lenders and the characteristics of theloans underlying the securities. FHFA alleges that the GSEs purchased certificates in seven offerings in theoriginal principal amount of approximately $2,046 million and seeks rescission of its purchases. The case wastried before the Judge beginning March 16, 2015 and closing arguments were completed on April 9, 2015. On
F-125

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
May 15, 2015, the court issued a judgment and ordered the defendants to pay $806 million to GSEs upon GSEs’delivery of the certificates at issue to the defendants. The Company’s U.S. subsidiaries filed a Notice of Appeal
on June 10, 2015.
In October 2011, the NCUA commenced proceedings in the United States District Court for the District of
Kansas as liquidating agent of U.S. Central Federal Credit Union (“U.S. Central”) against various issuers,
sponsors and underwriters of RMBS purchased by U.S. Central, including NHEL. The complaint alleges that
U.S. Central purchased RMBS issued by NHEL, among others, for which the offering materials contained untrue
statements or omitted material facts concerning the underwriting standards used by the original lenders. The
complaint alleges that U.S. Central purchased a certificate in one offering in the original principal amount ofapproximately $50 million and seeks rescission of its purchase or compensatory damages. The court denied, inpart, motions to dismiss filed by the defendants, and the Tenth Circuit Court of Appeals affirmed the trial court’s
holding; the Supreme Court vacated that decision and remanded the matter to the Tenth Circuit Court of Appeals
for reconsideration in light of recent Supreme Court authority. Upon remand, the Tenth Circuit reinstated its
decision, and the parties are involved in the discovery process.
In November 2011, NIP was served with a claim filed by the Madoff Trustee appointed for the liquidationof BLMIS in the United States Bankruptcy Court Southern District of New York. This is a clawback action
similar to claims filed by the Madoff Trustee against numerous other institutions. The Madoff Trustee allegesthat NIP received redemptions from the BLMIS feeder fund, Harley International (Cayman) Limited in the six
years prior to December 11, 2008 (the date proceedings were commenced against BLMIS) and that these are
avoidable and recoverable under the U.S. Bankruptcy Code and New York law. The amount that the Madoff
Trustee is currently seeking to recover from NIP is approximately $21 million.
In August 2012, The Prudential Insurance Company of America and certain of its affiliates filed several
complaints in the Superior Court of New Jersey against various issuers, sponsors and underwriters of RMBS,
including an action against NHEL, NCCI and NSI. The action against these Nomura subsidiaries has been
removed to federal court. The complaint alleges that the plaintiffs purchased over $183 million in RMBS fromfive different offerings. The plaintiffs allege that the offering materials contained fraudulent misrepresentations
regarding the underwriting practices and quality of the loans underlying the securities. The plaintiffs allege
causes of action for fraud, aiding and abetting fraud, negligent misrepresentation, and New Jersey Civil RICO,
and seek to recover, among other things, compensatory and treble damages. The Court has denied the motion todismiss filed by the Company’s U.S. subsidiaries and the parties are involved in the discovery process.
In March 2013, Banca Monte dei Paschi di Siena SpA (“MPS”) issued a claim in the Italian Courts against
two former directors of MPS and NIP. MPS alleges that the former directors improperly caused MPS to enter
into certain structured financial transactions with NIP in 2009 (the “Transactions”) and alleges that NIP is jointly
liable for the unlawful conduct of MPS’s former directors. MPS is claiming damages of not less than EUR 963
million. In July 2013, a claim was also issued against the same former directors of MPS, and NIP, by theshareholder group Fondazione Monte dei Paschi di Siena (“FMPS”). The grounds of the FMPS claim are similar
to those on which the MPS claim is founded. The level of damages sought by FMPS is not specified. An
investigation has also been commenced by the Public Prosecutor’s office in Siena, Italy into various allegations
against MPS and certain of its former directors, including in relation to the Transactions. Starting on April 15,
2013, the Public Prosecutor in Siena issued seizure orders in relation to the Transactions seeking to seize theTransactions and approximately EUR 1.9 billion of assets said to be held or receivable in various NIP and
Nomura Bank International plc (“NBI”) accounts in, or managed through, Italy and alleging that the Transactions
involved offenses under Italian law. To date, these seizure orders have not been validated by the Italian Courts.
The Public Prosecutor lodged an appeal against the Italian Courts’ decisions, which was heard at the Supreme
Court in Rome on March 25, 2014. The Supreme Court determined that the appeal should be denied in part, but
F-126

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)that the case should be sent back to the lower court for further consideration in relation to one element of thecase. At a hearing on September 17, 2014 where the seizure order was to be reconsidered, the Public Prosecutor’s
office withdrew its seizure order appeal. This means that the seizure order proceedings in Siena have now
concluded with no seizure order in place against NIP or NBI. However, the investigation file has now beentransferred to the Public Prosecutor’s office in Milan. On April 3, 2015, the Public Prosecutor’s office in Milan
issued a notice concluding its preliminary investigation. The Public Prosecutor is seeking to indict MPS, three
individuals from MPS’s former management, NIP and two NIP individuals for the offences of false accounting
and market manipulation in relation to MPS’s accounts for 2009. The preliminary hearing at which the court willconsider whether or not to grant the indictment is scheduled to start on October 12, 2015. Additionally, NIP
commenced a claim against MPS in the English Courts in March 2013. The claim is for declaratory relief
confirming that the Transactions remain valid and contractually binding. MPS filed and served its Defence andCounterclaim to these proceedings in March 2014. MPS alleges in its Counterclaim that NIP is liable to makerestitution of a net amount of approximately EUR 1.5 billion, and seeks declarations regarding the illegality andinvalidity of the Transactions. NIP filed and served its Reply and Defence to Counterclaim in June 2014 andcontinues to vigorously defend its position in each of the aforementioned proceedings.
On July 15, 2014, NIP received, with no advance notice, a seizure order dated July 7, 2014 from the Court inPalermo, Sicily which restricted receipt of a coupon payment of EUR 6.9 million that was due from the Region ofSicily (“Sicily”) to NIP in connection with certain interest rate derivatives transactions entered into in 2005 and2006. On July 25, 2014, NIP also received, also with no advance notice, a seizure order dated July 23, 2014 fromthe Court which placed restrictions on a further EUR 98.3 million of cash and other financial assets, said to be thealleged profit made by NIP in connection with certain transactions entered between 2001 and 2006. NIP’s appeals
against both seizure orders have been granted and therefore both seizure orders have been annulled by the Courts in
Italy. The current transaction with Sicily remains in force. No civil proceedings have been served on NIP.
Nomura Securities Co., Ltd. (“NSC”) is the leading securities firm in Japan with approximately 5.26 million
client accounts. Accordingly, with a significant number of client transactions, NSC is from time to time party tovarious Japanese civil litigation and other dispute resolution proceedings with clients relating to investment
losses. These include an action commenced against NSC in April 2012 by a corporate client seeking¥5,102 million in damages for losses on the pre-maturity cash out of 16 series of currency-linked structured notes
purchased from NSC between 2003 and 2008, an action commenced in April 2013 by a corporate client seeking¥10,247 million in damages for losses on currency derivative transactions and the pre-maturity cash out orredemption of 11 series of equity-linked structured notes purchased from NSC between 2005 and 2011, and anaction commenced in October 2014 by a corporate client seeking ¥2,143 million in damages for losses oncurrency derivative transactions conducted between 2006 and 2012. Although the allegations of the clients
involved in such actions include the allegation that NSC’s explanation was insufficient at the time the contracts
were entered into, NSC believes these allegations are without merit.
The Company supports the position of its subsidiaries in each of these claims.
Other mortgage-related contingencies in the U.S.
Certain of the Company’s subsidiaries in the U.S. securitized residential mortgage loans in the form of
RMBS. These subsidiaries did not generally originate mortgage loans, but purchased mortgage loans from thirdparty loan originators (the “originators”). In connection with such purchases, these subsidiaries received loanlevel representations from the originators. In connection with the securitizations, the relevant subsidiaries
provided loan level representations and warranties of the type generally described below, which mirror the
representations the subsidiaries received from the originators.

F-127

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
The loan level representations made in connection with the securitization of mortgage loans were generally
detailed representations applicable to each loan and addressed characteristics of the borrowers and properties.
The representations included, but were not limited to, information concerning the borrower’s credit status, theloan-to-value ratio, the owner occupancy status of the property, the lien position, the fact that the loan was
originated in accordance with the originator’s guidelines, and the fact that the loan was originated in compliancewith applicable laws. Certain of the RMBS issued by the subsidiaries were structured with credit protection
provided to specified classes of certificates by monoline insurers.
The relevant subsidiaries have received claims demanding the repurchase of certain loans from trustees ofvarious securitization trusts, made at the instance of one or more investors, or from certificate insurers. The total
original principal amount of loans for which repurchase claims were received by the relevant subsidiaries within
six-years of each securitization is $3,203 million. The relevant subsidiaries summarily rejected any demand for
repurchase received after the expiration of the statute of limitations applicable to breach of representation claims.
For those claims received within six years, the relevant subsidiaries reviewed each claim received, and rejected
those claims believed to be without merit or agreed to repurchase certain loans for those claims that the relevant
subsidiaries determined to have merit. In several instances, following the rejection of repurchase demands,
investors instituted actions through the trustee alleging breach of contract. The breach of contract claims thatwere brought within the six-year statute of limitations for breach of contract actions have survived motions to
dismiss and are at early stages. These claims involve substantial legal, as well as factual, uncertainty and theCompany cannot provide an estimate of reasonably possible loss at this time, in excess of the existing reserve.
Guarantees—
ASC 460 “Guarantees” specifies the disclosures to be made in regards to obligations under certain issued
guarantees and requires a liability to be recognized for the fair value of a guarantee obligation at inception.
In the normal course of business, Nomura enters into various guarantee arrangements with counterparties in
the form of standby letters of credit and other guarantees, which generally have a fixed expiration date.
In addition, Nomura enters into certain derivative contracts that meet the accounting definition of aguarantee, namely derivative contracts that contingently require a guarantor to make payment to a guaranteed
party based on changes in an underlying that relate to an asset, liability or equity security held by a guaranteed
party. Since Nomura does not track whether its clients enter into these derivative contracts for speculative or
hedging purposes, Nomura has disclosed below information about derivative contracts that could meet theaccounting definition of guarantees.
For information about the maximum potential amount of future payments that Nomura could be required tomake under certain derivatives, the notional amount of contracts has been disclosed. However, the maximum
potential payout for certain derivative contracts, such as written interest rate caps and written currency options,cannot be estimated, as increases in interest or foreign exchange rates in the future could be theoreticallyunlimited.
Nomura records all derivative contracts at fair value on its consolidated balance sheets. Nomura believes thenotional amounts generally overstate its risk exposure. Since the derivative contracts are accounted for at fairvalue, carrying value is considered the best indication of payment and performance risk for individual contracts.

F-128

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
The following table presents information on Nomura’s derivative contracts that could meet the accounting
definition of a guarantee and standby letters of credit and other guarantees.
Millions of yen
March 312014

Derivative contracts(1)(2) . . . . . . . . . . . . . . . . . . . . . . .
Standby letters of credit and other guarantees(3) . . . . .

2015

Carryingvalue

Maximum
potential
payout /Notional total

Carryingvalue

Maximum
potential
payout /Notional
total¥5,155,198
276¥195,466,506
11,509¥7,961,476
291¥253,243,082
9,494(1) Credit derivatives are disclosed in Note 3 “Derivative instruments and hedging activities” and are excluded
from derivative contracts.
(2) Derivative contracts primarily consist of equity, interest rate and foreign exchange contracts.
(3) Collateral held in connection with standby letters of credit and other guarantees as of March 31, 2014 andMarch 31, 2015 was ¥6,487 million and ¥7,041 million, respectively.
The following table presents maturity information on Nomura’s derivative contracts that could meet theaccounting definition of a guarantee and standby letters of credit and other guarantees as of March 31, 2015.

Derivative contracts . . .
Standby letters ofcredit and otherguarantees . . . . . . . .

Millions of yen
Maximum potential payout/NotionalYears to Maturity
Less than
1 year1 to 3 years
3 to 5 years

Carrying
value

Total

More than
5 years¥7,961,476¥253,243,082¥92,239,350¥76,301,785¥22,716,918¥61,985,029

291

9,494

13

8

—

9,473

21. Segment and geographic information:
Operating segments—
Nomura’s operating management and management reporting are prepared based on the Retail, the AssetManagement, and the Wholesale segments. Nomura structures its business segments based upon the nature of its
main products and services, its client base and its management structure.
The accounting policies for segment information materially follow U.S. GAAP, except for the impact of
unrealized gains/losses on investments in equity securities held for operating purposes, which under U.S. GAAP
are included in Income before income taxes, but excluded from segment information.
Revenues and expenses directly associated with each business segment are included in the operating resultsof each respective segment. Revenues and expenses that are not directly attributable to a particular segment areallocated to each respective business segment or included in “Other”, based upon Nomura’s allocation
methodologies as used by management to assess each segment’s performance.

F-129

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Business segments’ results are shown in the following tables. Net interest revenue is disclosed because
management views interest revenue net of interest expense for its operating decisions. Business segments’
information on total assets is not disclosed because management does not utilize such information for its
operating decisions and therefore, it is not reported to management.
Millions of yen
RetailAsset
Management

Wholesale

Other(Incl. elimination)

Total

Year ended March 31, 2013
Non-interest revenue . . . . . . . . . . . . . . . . . . .
Net interest revenue . . . . . . . . . . . . . . . . . . .

¥394,294
3,631¥66,4892,448¥491,773
153,083¥695,695(31,467)¥1,648,251
127,695

Net revenue . . . . . . . . . . . . . . . . . . . . . . . . . .
Non-interest expenses . . . . . . . . . . . . . . . . . .

397,925
297,297

68,93747,768644,856
573,199

664,228
657,637

1,775,946
1,575,901

Income (loss) before income taxes . . . . . . . .

¥100,628¥21,169¥ 71,657¥

6,591¥ 200,045

Year ended March 31, 2014
Non-interest revenue . . . . . . . . . . . . . . . . . . .
Net interest revenue . . . . . . . . . . . . . . . . . . .

¥505,911
6,005¥77,354
3,126¥637,987
127,110¥183,514
5,335¥1,404,766
141,576

Net revenue . . . . . . . . . . . . . . . . . . . . . . . . . .
Non-interest expenses . . . . . . . . . . . . . . . . . .

511,916
319,91580,48053,373765,097653,299

188,849
168,869

1,546,342
1,195,456

Income (loss) before income taxes . . . . . . . .

¥192,001¥27,107¥111,798¥ 19,980¥ 350,886

Year ended March 31, 2015
Non-interest revenue . . . . . . . . . . . . . . . . . . .
Net interest revenue . . . . . . . . . . . . . . . . . . .

¥471,565
4,940¥88,8023,552¥626,228
163,639¥282,542(61,777)¥1,469,137
110,354

Net revenue . . . . . . . . . . . . . . . . . . . . . . . . . .
Non-interest expenses . . . . . . . . . . . . . . . . . .

476,505
314,675

92,35460,256

789,867
707,671

220,765
174,815

1,579,491
1,257,417

Income (loss) before income taxes . . . . . . . .

¥161,830¥32,098¥ 82,196¥ 45,950¥ 322,074

Transactions between operating segments are recorded within segment results on commercial terms andconditions and are eliminated in “Other”.

F-130

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
The following table presents the major components of Income (loss) before income taxes in “Other” for theyears ended March 31, 2013, 2014 and 2015.
Millions of yen
Year ended March 31
2013
2014
2015

Net gain related to economic hedging transactions . . . . . . . . . . . . . . . . . . . . . . .
Realized gain (loss) on investments in equity securities held for operating
purposes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Equity in earnings of affiliates . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Corporate items . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥989¥ 17,403¥ 15,120

1,001
14,401
17,652(27,452)

4,428
28,571(38,772)
8,350

4,725
42,235(20,119)
3,989

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 6,591¥ 19,980¥ 45,950(1) Includes the impact of Nomura’s own creditworthiness.
The table below presents reconciliations of the combined business segments’ results included in thepreceding table to Nomura’s reported Net revenue, Non-interest expenses and Income before income taxes in the
consolidated statements of income for the years ended March 31,2013, 2014 and 2015.

2013

Millions of yen
Year ended March 31
2014

2015

Net revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Unrealized gain (loss) on investments in equity securities held for
operating purposes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥1,775,946¥1,546,342¥1,579,491

37,685

10,72824,685

Consolidated net revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥1,813,631¥1,557,070¥1,604,176

Non-interest expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Unrealized gain (loss) on investments in equity securities held for
operating purposes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥1,575,901¥1,195,456¥1,257,417

—

—

—

Consolidated non-interest expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥1,575,901¥1,195,456¥1,257,417

Income before income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Unrealized gain (loss) on investments in equity securities held for
operating purposes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 200,045¥ 350,886¥ 322,074

37,685

10,72824,685

Consolidated income before income taxes . . . . . . . . . . . . . . . . . . . . . . . .

¥ 237,730¥ 361,614¥ 346,759

Geographic information—
Nomura’s identifiable assets, revenues and expenses are generally allocated based on the country of
domicile of the legal entity providing the service. However, because of the integration of the global capital
markets and the corresponding global nature of Nomura’s activities and services, it is not always possible to
make a precise separation by location. As a result, various assumptions, which are consistent among years, havebeen made in presenting the following geographic data.
The tables below present a geographic allocation of Net revenue and Income (loss) before income taxes
from operations by geographic areas for the years ended March 31, 2013, 2014 and 2015 and Long-lived assets
F-131

NOMURA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
associated with Nomura’s operations as of March 31, 2013, 2014 and 2015. Net revenue in “Americas” and“Europe” substantially represents Nomura’s operations in the U.S. and the U.K., respectively. Net revenue andLong-lived assets have been allocated based on transactions with external customers while Income (loss) before
income taxes has been allocated based on the inclusion of intersegment transactions.

2013

Millions of yen
Year ended March 31
2014

2015

Net revenue(1):Americas . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Europe . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Asia and Oceania . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 208,962
172,761
43,265¥ 262,684
232,735
62,622¥ 207,859
201,278
86,746

Subtotal . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Japan . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

424,988
1,388,643

558,041
999,029495,883
1,108,293

Consolidated . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥1,813,631¥1,557,070¥1,604,176

Income (loss) before income taxes:
Americas . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Europe . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Asia and Oceania . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥25,730 ¥ 29,472 ¥ (27,575)(93,099)(48,911)(23,455)(12,063)(5,247)
34,594

Subtotal . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Japan . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(79,432)
317,162(24,686)
386,300(16,436)
363,195

Consolidated . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 237,730¥ 361,614¥ 346,759

2013

March 31
2014

2015

Long-lived assets:
Americas . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Europe . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Asia and Oceania . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 118,302
111,381
20,471¥ 133,147
93,111
16,163¥ 146,758
88,92814,891

Subtotal . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Japan . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

250,154
294,002242,421281,780

250,577
274,202

Consolidated . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 544,156¥ 524,201¥ 524,779(1) There is no revenue derived from transactions with a single major external customer.
22. Supplementary subsidiary guarantee information required under SEC rules:
The Company provides several guarantees of debt of its subsidiaries. The Company has fully andunconditionally guaranteed the securities issued, or to be issued, by Nomura America Finance LLC, which is anindirect, wholly owned finance subsidiary of the Company.

F-132

SIGNATURES
The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has
duly caused and authorized the undersigned to sign this annual report on its behalf.
NOMURA HOLDINGS, INC.
By: /s/ KOJI NAGAI
Name: Koji Nagai
Title: Group Chief Executive Officer
Date: June 25, 2015

INDEX OF EXHIBITS
Exhibit
Number

1.1
1.2
1.3

1.4
1.5
1.6
2.1

4.1
4.2
4.3
4.4
8.1
11.1
12.1
12.2
13.1
13.2
15.1
101.INS
101.SCH
101.CAL
101.DEF
101.LAB
101.PRE

Description

Articles of Incorporation of the registrant (English translation)
Share Handling Regulations of the registrant (English translation)
Regulations of the Board of Directors of the registrant (English translation) (filed on June 30, 2011as an exhibit to the Annual Report on Form 20-F (File No. 001-15270) and incorporated hereinby reference)
Regulations of the Nomination Committee (English translation) (filed on June 30, 2009 as an exhibit
to the Annual Report on Form 20-F (File No. 001-15270) and incorporated herein by reference)
Regulations of the Audit Committee (English translation) (filed on June 30, 2009 as an exhibit to
the Annual Report on Form 20-F (File No. 001-15270) and incorporated herein by reference)
Regulations of the Compensation Committee (English translation) (filed on June 27, 2012 as an exhibit
to the Annual Report on Form 20-F (File No. 001-15270) and incorporated herein by reference)
Form of Deposit Agreement among the registrant, The Bank of New York Mellon as depositary
and all owners and holders from time to time of American Depositary Receipts, including theform of American Depositary Receipt (filed on April 28, 2010 as an exhibit to the Registration
Statement on Form F-6 (File No. 333-166346) and incorporated herein by reference)
Limitation of Liability Agreement (English translation) (filed on June 30, 2011 as an exhibit to theAnnual Report on Form 20-F (File No. 001-15270) and incorporated herein by reference)(1)Limitation of Liability Agreement (filed on June 30, 2011 as an exhibit to the Annual Report on
Form 20-F (File No. 001-15270) and incorporated herein by reference)(2)Limitation of Liability Agreement (English translation)(3)Limitation of Liability Agreement(4)Subsidiaries of the registrant—See “Item 4.C. Information on the Company—Organizational
Structure.”
Code of Ethics of Nomura Group (English translation) (filed on June 27, 2012 as an exhibit to theAnnual Report on Form 20-F (File No. 001-15270) and incorporated herein by reference)
Certification of the principal executive officer required by 17 C.F.R. 240. 13a-14(a)Certification of the principal financial officer required by 17 C.F.R. 240. 13a-14(a)Certification of the chief executive officer required by 18 U.S.C. Section 1350
Certification of the chief financial officer required by 18 U.S.C. Section 1350
Consent of Ernst & Young ShinNihon LLC with respect to its report on the audit of the financial
statements included in this annual reportXBRL Instance Document
XBRL Taxonomy Extension SchemaXBRL Taxonomy Extension Calculation Linkbase
XBRL Taxonomy Extension Definition Linkbase
XBRL Taxonomy Extension Label Linkbase
XBRL Taxonomy Extension Presentation Linkbase(1) The Company and each of Masahiro Sakane, Takao Kusakari, Tsuguoki Fujinuma and Toshinori Kanemotoentered into a Limitation of Liability Agreement substantially in the form of this exhibit.
(2) The Company and each of Dame Clara Furse and Michael Lim Choo San entered into a Limitation of
Liability Agreement substantially in the form of this exhibit.
(3) The Company and each of Hiroshi Kimura and Hiroyuki Suzuki entered into a Limitation of Liability
Agreement substantially in the form of this exhibit.
(4) The Company and David Benson entered into a Limitation of Liability Agreement substantially in the formof this exhibit.
The Company has not included as exhibits certain instruments with respect to our long-term debt. The
amount of debt authorized under each such debt instrument does not exceed 10% or our total assets. We will
furnish a copy of any such instrument to the SEC upon request.

Exhibit 1.1(Translation)
ARTICLES OF INCORPORATIONOFNOMURA HOLDINGS, INC.
(Nomura Horudingusu Kabushiki Kaisha)
CHAPTER I
GENERAL PROVISIONS
Article 1. (Trade Name)
The name of the Company shall be Nomura Horudingusu Kabushiki Kaisha and shall be expressed in
English as Nomura Holdings, Inc.
Article 2. (Purpose)
1. The purpose of the Company shall be, by means of holding shares, to control and manage the businessactivities of domestic companies which engage in the following businesses and the business activities of foreigncompanies which engage in the businesses equivalent to the following businesses:(1) Financial instruments business prescribed in the Financial Instruments and Exchange Law;
(2) Banking business prescribed in the Banking Law and trust business prescribed in the Trust Business
Law; and(3) Any other financial services and any business incidental or related to such financial services.
(4) Other than as prescribed in the Items above, any other business ancillary or related to survey andresearch in connection with the economy, financial or capital markets, or infrastructure or undertaking
the outsourcing thereof.
2. The Company may conduct any other business incidental to businesses described in paragraph 1 of this
Article.
Article 3. (Location of Head Office)
The Company shall have its head office in Chuo-ku, Tokyo.
Article 4. (Method of Giving Public Notices)
The method of public notices of the Company shall be electronic public notice; provided, however, that such
notices shall be given by publication in Nihon Keizai Shimbun in cases the method of electronic public notice is
not available due to any accidents or compelling reasons.
Article 5. (Governing Bodies)
The Company shall set up, in addition to the shareholders meetings and directors, the following organs;(1) board of directors(2) Nomination Committee, Audit Committee, and Compensation Committee(3) accounting auditors

CHAPTER IISHARES
Article 6. (Authorized Number of Shares)
The authorized number of shares of the Company shall be 6,000,000,000, and each total number of classesof shares which the Company is authorized to issue shall be as set forth below;
Common stock:

6,000,000,000 sharesClass 1 preferred stock:200,000,000 sharesClass 2 preferred stock:200,000,000 sharesClass 3 preferred stock:200,000,000 sharesClass 4 preferred stock:200,000,000 shares

Article 7. (Number of Shares Constituting One Unit)
The number of shares constituting one (1) unit of shares of the Company shall be one hundred (100) withrespect to common shares and each class of preferred shares, respectively.
Article 8. (Rights Pertaining to Less-than-a-full-unit Shares)
Any shareholder of the Company shall not exercise any right pertaining to shares which do not constitute afull unit of shares (“Less-than-a-full-unit Shares”) he/she has except the following rights;.
(1) rights granted by the items listed in Article 189, Paragraph 2 of the Companies Act.
(2) a right to make a request pursuant to Article 166, Paragraph 1 of the Companies Act.
(3) a right for allotment of shares for subscription or stock acquisition rights for subscription in proportion
to the number of shares owned by a shareholder.
(4) a right to make a request pursuant to the following article.
Article 9. (Request for Purchasing Less-than-a-full-unit shares)
Any shareholder of the Company with Less-than-a-full-unit Shares may request the Company to sell sharesto that shareholder which will become the number of full unit of shares together with the number of Less-than-afull-unit Shares owned by the shareholder.
Article 10. (Share Registrar)
1. The Company shall have a share registrar.
2. The share registrar and its place for handling business shall be appointed and designated by a resolutionof the board of directors, and public notice thereof shall be given.
Article 11. (Share Handling Regulations)
The handling business relating to shares of the Company shall, except as provided in these “Articles ofIncorporation”, be governed by the “Share Handling Regulations” to be established by the board of directors or
executive officers under authorities delegated by resolutions of the board of directors.

2

CHAPTER III
PREFERRED SHARESArticle 12. (Preferred Dividends)
1. The Company shall, fixing March 31 as the record date pursuant to Article 44, Paragraph 1 herein,
distribute cash dividends from surplus on preferred shares (“Preferred Dividends”) in such respective amount asprescribed below to holders of preferred shares (“Preferred Shareholders”) or registered pledgees of shares inrespect of preferred shares (“Registered Pledgees of Preferred Shares”), in priority to holders of common shares(“Common Shareholders”) and registered pledgees of shares in respect of common shares (“Registered Pledgeesof Common Shares”); provided, however, that in the event that Preferred Interim Dividends defined in Article 13
herein have been paid during the fiscal year to which that date belongs, the total amount so paid shall be deductedaccordingly.
Class 1 preferred stock and Class 2 preferred stock: Amount per share calculated by multiplying the amountequivalent to subscription money per share by the annual dividend rate specified in a resolution of the board of
directors or a determination by executive officer(s) under authorities delegated by a resolution of the board of
directors prior to the issuance of each class of preferred stock, which rate shall not exceed fifteen (15) percent
Class 3 preferred stock and Class 4 preferred stock: Amount per share calculated by multiplying the amountequivalent to subscription money per share by the annual dividend rate specified in a resolution of the board of
directors or a determination by executive officer(s) under authorities delegated by a resolution of the board of
directors prior to the issuance of each class of preferred stock, which rate shall not exceed ten (10) percent
2. If the aggregate amount paid to a Preferred Shareholder or Registered Pledgee of Preferred Shares as cash
dividends from surplus in any particular fiscal year is less than the relevant Preferred Dividends, the unpaid
amount shall not be accumulated in subsequent fiscal years.
3. The Company shall not distribute any dividends from surplus to any Preferred Shareholder or Registered
Pledgee of Preferred Shares in excess of the relevant Preferred Dividends; provided, however, that this shall not
apply to distributions from surplus in the process of a corporate split (kyushu-bunkatsu) pursuant to Article 758,
Item 8(b) or Article 760, Item 7(b) of the Companies Act, or the distribution from surplus in the process of acorporate split (shinsetsu-bunkatsu) pursuant to Article 763, Item 12(b) or Article 765, Paragraph 1, Item 8(b) ofthat Act.
Article 13. (Preferred Interim Dividends)
In the event that the Company distributes cash dividends from surplus on preferred shares, fixing any of thedates specified in Article 44, Paragraph 1 herein except March 31 as a record date, the Company shall pay cash toPreferred Shareholders or Registered Pledgees of Preferred Shares in priority to Common Shareholders andRegistered Pledgees of Common Shares, in the amount specified in a resolution of the board of directors or adetermination by executive officer(s) under authorities delegated by a resolution of the board of directors prior to
the issuance of each class of preferred shares (“Preferred Interim Dividends”), which amount shall not exceed
half of the amount of Preferred Dividends per share; provided, however, that the total amount of PreferredInterim Dividends shall not exceed the total amount of Preferred Dividends.
Article 14. (Distribution of Residual Assets)
1. In the event that the Company distributes its residual assets, the Company shall pay cash to the Preferred
Shareholders or Registered Pledgees of Preferred Shares in priority to the Common Shareholders and Registered
Pledgees of Common Shares in such respective amount as prescribed below:
Class 1 preferred stock, Class 2 preferred stock, Class 3 preferred stock and Class 4 preferred stock;3

Amount per share specified in a resolution of the board of directors or a determination by executive
officer(s) under authorities delegated by a resolution of the board of directors prior to the issuance of eachclass of preferred stock, given the amount equivalent to subscription money per share
2. The Company shall not make distribution of residual assets other than as provided for in the preceding
paragraph to the Preferred Shareholders or Registered Pledgees of Preferred Shares.
Article 15. (Voting Rights)
Any Preferred Shareholder may not exercise voting rights on any matters at meetings of shareholders;provided, however, that the Preferred Shareholders may exercise voting rights on any matters at meetings ofshareholders, in the event that no resolution of the board of directors concerning Preferred Shareholders’receiving Preferred Dividends had been made before the notice of convocation for an annual meeting ofshareholders was given in respect of each fiscal year, during the period through a resolution of the board of
directors or meeting of shareholders for a proposal concerning Preferred Shareholders’ receiving Preferred
Dividends will be made, from the time of the annual meeting of shareholders if no proposal concerning Preferred
Shareholders’ receiving Preferred Dividends is submitted to that annual meeting of shareholders, or from thetime when the annual meeting of shareholders is concluded if a proposal concerning Preferred Shareholders’receiving Preferred Dividends was dismissed in that annual meeting of shareholders.
Article 16. (Right to Demand Acquisition)
1. Any Class 3 Preferred Shareholder and Class 4 Preferred Shareholder may demand the Company toacquire his/her preferred shares during the period that such Preferred Shareholder is entitled to demand theacquisition as specified in a resolution of the board of directors or a determination by executive officer(s) underauthorities delegated by a resolution of the board of directors prior to the issuance of each class of preferred stock(the “Period to Demand Acquisition”). In the event that such demand is made, the Company shall deliver its
common shares to that Preferred Shareholder in exchange for the Company’s acquisition of the preferred shares
held by that Preferred Shareholder. The number of common shares to be delivered shall equal (A) the number ofpreferred shares demanded to be acquired by that Preferred Shareholder multiplied by the amount equivalent to
subscription money per share divided by (B) the Acquisition Price provided for in Paragraph 2 in this Article. If
the number of common shares to be delivered in exchange for the Company’s acquisition of such preferredshares includes a fraction less than one (1) share, that fraction shall be handled pursuant to Article 167, Paragraph
3 of the Companies Act.
2. The “Acquisition Price” means the amount initially calculated, given the market price of the Company’scommon shares, in accordance with the method specified in a resolution of the board of directors or adetermination by executive officer(s) under authorities delegated by a resolution of the board of directors prior to
the issuance of each class of preferred stock. That resolution of the board of directors or a determination by
executive officer(s) may specify methods to alter or adjust the Acquisition Price. If the Acquisition Price shall be
altered in accordance with such resolution or determination, a lower limit to the price to be altered shall be setout. In the event that the Acquisition Price becomes less than such lower limit, that Acquisition Price shall be
altered to such lower limit.
Article 17. (Blanket Redemption)
On the day following the last day of the Period to Demand Acquisition, the Company shall redeem all
Class 3 preferred shares and Class 4 preferred shares which have not been acquired by the Company on andbefore the last day of the Period to Demand Acquisition. In this case, the Company shall deliver its commonshares to each Preferred Shareholder in exchange for the Company’s redemption of such preferred shares. The
number of common shares to be delivered shall equal (A) the number of preferred shares held by each Preferred
Shareholder multiplied by the amount equivalent to subscription money per share divided by (B) the market price4

of the Company’s common shares. The details of such redemption shall be specified in a resolution of the boardof directors or a determination by executive officer(s) under authorities delegated by a resolution of the board of
directors prior to the issuance of each class of preferred stock. That resolution or determination may specify themethod to calculate an upper limit to the number of common shares to be delivered. In the event that the numberof common shares to be delivered in exchange for the Company’s redemption of such preferred shares includes afraction less than one (1) share, that fraction shall be handled pursuant to Article 234 of the Companies Act.
Article 18. (Conditions for Redemption)
1. With respect to Class 1 preferred stock, Class 2 preferred stock or Class 4 preferred stock, if any event
specified in a resolution of the board of directors or a determination by executive officer(s) under authorities
delegated by a resolution of the board of directors prior to the issuance of each class of preferred stock occurs
and the day separately specified in a resolution of the board of directors or a determination by executive
officer(s) under authorities delegated by a resolution of the board of directors arrives, the Company may redeem
in whole or in part those preferred shares. In this case, the Company shall, per preferred share of that class, payeach Preferred Shareholder the amount of cash specified, given the amount equivalent to the subscription money,
in a resolution of the board of directors or a determination by executive officer(s) under authorities delegated bya resolution of the board of directors prior to the issuance of the class of preferred stock.
2. In case the Company redeems a part of preferred shares pursuant to the preceding paragraph, such
redemption shall be made by means of a lot or pro rata allocation.
3. With respect to Class 1 preferred stock, Class 2 preferred stock, Class 3 preferred stock or Class 4
preferred stock, upon the occurrence of certain events specified in a resolution of the board of directors or adetermination by executive officer(s) under authorities delegated by a resolution of the board of directors(including the event that the Company’s capital adequacy ratio or other measure of regulatory capital falls below
a pre-determined threshold, and/or the event that a supervisory agency (or an equivalent body) determines that awrite-down, capital injection by a public institution or other equivalent action is necessary for the Company)prior to the issuance of the relevant class of preferred stock, the Company shall redeem in whole or in part any
such preferred shares issued with such conditions. In such event, the Company shall deliver common shares of
the Company to each relevant Preferred Shareholder in exchange for such preferred shares, in a number
determined prior to the issuance of the such preferred shares by a resolution of the board of directors or adetermination by executive officer(s) under authorities delegated by a resolution of the board of directors,
considering the subscription price of the preferred shares, the market value of the Company’s common stock andmarket conditions. An upper limit for the common stock to be delivered in exchange for the relevant preferredshares may also be set pursuant to such resolution or determination. In the event that the number of commonshares to be delivered in exchange for the Company’s redemption of such preferred shares includes a fraction ofless than one (1) share, that fraction shall be handled pursuant to Article 234 of the Companies Act.
Article 19. (Consolidation or Split of Shares, etc.)
1. The Company shall not consolidate or split any preferred shares, except as otherwise provided in laws orordinances.
2. The Company shall not allot to the Preferred Shareholders shares without contribution or stockacquisition rights without contribution.
3. The Company shall not grant the Preferred Shareholders rights for allotment of shares for subscription orrights for allotment of stock acquisition rights for subscription.
Article 20. (Order of Priority)
All classes of preferred stocks shall have the same order of priority in respect of the payment of Preferred
Dividends and Preferred Interim Dividends and the distribution of residual assets.
5

CHAPTER IV
MEETINGS OF SHAREHOLDERS
Article 21. (Convocation)
1. An annual meeting of shareholders shall be convened within three (3) months from April 1 each year andan extraordinary meeting of shareholders shall be convened whenever necessary.
2. A meeting of shareholders shall, except as otherwise provided by laws or ordinances, be convened by the
director predetermined by the board of directors.
Article 22. (Record Date of an Annual Meeting of Shareholders)
The record date for voting rights at an annual meeting of shareholders shall be March 31 of each year.
Article 23. (Voting by Proxy)
A shareholder may exercise his voting right through a proxy who is a shareholder of the Company having avoting right.
Article 24. (Chairman of Meetings)
A director or executive officer designated in advance by the board of directors shall act as chairman of ameeting of shareholders; provided, however, that when the relevant director or executive officer is unable so toact, another person shall take his/her place in accordance with the order of priority predetermined by a resolutionof the board of directors.
Article 25. (Disclosure of Reference Materials for a Meeting of Shareholders on the Internet)
The Company may deem that it has provided shareholders with information which should be stated or
shown in reference materials for a meeting of shareholders, business reports, financial statements andconsolidated financial statements when it has made a disclosure on the internet in compliance with requirements
stipulated by laws and ordinances.
Article 26. (Resolutions)
1. Resolutions of a meeting of shareholders shall, except as otherwise provided by laws or ordinances, be
adopted by a majority of the votes of the shareholders who are present thereat and entitled to exercise their voting
rights.
2. Any resolution under Article 309, Paragraph 2 of the Companies Act shall be adopted at such meeting at
which shareholders holding not less than one-third (1/3) of the voting rights owned by all shareholders of theCompany who are entitled to exercise their voting rights shall be present, by a majority of not less than twothirds (2/3) of the voting rights of the shareholders so present.
Article 27. (Meetings of Class Shareholders)
1. Resolutions of a meeting of class shareholders shall, except as otherwise provided by laws or ordinances,be adopted by a majority of the votes of the shareholders who are present thereat and entitled to exercise theirvoting rights.
2. Any resolution under Article 324, Paragraph 2 of the Companies Act shall be adopted at such meeting at
which shareholders holding not less than one-third (1/3) of the voting rights owned by all shareholders of theCompany who are entitled to exercise their voting rights shall be present, by a majority of not less than twothirds (2/3) of the voting rights of the shareholders so present.
3. The provisions of Article 21, Paragraph 2 and Articles 22 through 25 herein shall apply mutatis mutandis
to the meetings of class shareholders.
6CHAPTER V
DIRECTORS AND THE BOARD OF DIRECTORS
Article 28. (Number of Directors and Election)
1. The Company shall have not more than twenty (20) directors, who shall be elected at a meeting ofshareholders.
2. The resolution for the election referred to in the preceding paragraph shall require the presence ofshareholders holding not less than one-third (1/3) of the voting rights out of the total number of the voting rights
owned by all the shareholders of the Company who are entitled to exercise their voting rights.
3. No cumulative voting shall be used for the election of directors.
4. One (1) Chairman of the Board of Directors shall be elected from among the directors.
Article 29. (Term of Office)The term of office of directors shall expire at the time of conclusion of the annual meeting of shareholders
with respect to the last fiscal year ending within one (1) year after their election. However, the term of office ofany director elected to fill a vacancy shall expire when the term of office of his predecessor would have expired.
Article 30. (Convocation)
1. A meeting of the board of directors shall, except as otherwise provided by laws or ordinances, beconvened by the director designated by the board of directors.
2. A notice of convocation referred to in the preceding paragraph shall be given to each director at least two(2) days prior to the date set for the meeting.
Article 31. (Chairman of Meetings)
The director designated by the board of directors shall act as chairman of a meeting of the board of
directors.
Article 32. (Resolutions)
1. Resolutions of the board of directors shall be adopted by an affirmative vote of a majority of the directors
present which directors present shall constitute a majority of all directors then in office.
2. The Company shall deem that a resolution of the board of directors has been adopted in case therequirements stipulated by Article 370 of the Companies Act have been fulfilled.
Article 33. (Limitation of Liabilities of Directors)
1. The Company may release directors (including former directors) from liabilities for damages due tonegligence of their duties to the extent permitted by laws or ordinances by resolutions of the board of directors
pursuant to the provision of Article 426, Paragraph 1 of the Companies Act.
2. The Company may execute with directors (excluding a person who serves as an executive director, etc.)
an agreement that will limit their liabilities for damages due to negligence of their duties pursuant to theprovision of Article 427, Paragraph 1 of the Companies Act. However, the maximum amount of damages under
the agreement shall be the higher of either the amount previously determined which shall not be less than
20 million yen or the amount set forth by laws or ordinances.
7

CHAPTER VINOMINATION COMMITTEE, AUDIT COMMITTEE AND COMPENSATION COMMITTEE
Article 34. (Maintenance of Committees)
1. Members who constitute the Nomination Committee, the Audit Committee and the Compensation
Committee shall be appointed from the directors by a resolution of the board of directors.
2. The chairman of each committee shall be elected by a resolution of the board of directors.
Article 35. (Authorities of Committees, etc.)
1. The Nomination Committee shall have authorities to determine the particulars of a proposal concerning
the election and dismissal of directors to be submitted to a meeting of shareholders.
2. The Audit Committee shall have authorities to perform the following duties;(1) Audit of performance of duties by directors and executive officers and preparing audit reports(2) Determination of the particulars of proposals concerning the election and dismissal of the accounting
auditors and proposals concerning non-reelection of the accounting auditors to be submitted to ameeting of shareholders
3. The Compensation Committee shall have authorities to determine the policy with respect to thedetermination of the particulars of the compensation and other remuneration for each director and executive
officer, and the particulars of the compensation and other remuneration for each director and executive officer. In
case when an executive officer simultaneously serves as employee of the Company, the foregoing shall apply tothe compensation and other remuneration for that employee.
Article 36. (Matters concerning Committees)
Matters concerning each committee shall, in addition as provided by laws or ordinances or by these Articles
of Incorporation, be determined by the board of directors.

CHAPTER VII
EXECUTIVE OFFICERS
Article 37. (Executive Officers and Authorities of Execution of Business)
1. The Company shall have not more than forty-five (45) executive officers, who shall be elected by theboard of directors.
2. The executive officers shall perform the following duties;(1) Determination of the execution of the operations of the Company that were delegated by a resolution of
the board of directors(2) Execution of the operations of the Company
Article 38. (Term of Office)The term of office of executive officers shall expire at the time of conclusion of the first meeting of board of
directors convened after the annual meeting of shareholders concerning the last fiscal year ending within one(1) year after their assumption of office.
8

Article 39. (Representative Executive Officers and Executive Officers with Special Titles)
1. The Company shall, by a resolution of the board of directors, select representative executive officers fromthe executive officers.
2. The Company may, by a resolution of the board of directors, appoint one (1) President, one (1) Chairman
and one (1) or more Vice Chairmen, Deputy Presidents, or alternatively titled officers from among its executive
officers.
Article 40. (Limitation of Liabilities of Executive Officers)
The Company may release executive officers (including former executive officers) from liabilities fordamages of due to negligence of their duties to the extent permitted by laws or ordinances by resolutions of theboard of directors pursuant to the provision of Article 426, Paragraph 1 of the Companies Act.
Article 41. (Matters concerning Executive Officers)
Matters concerning executive officers shall, in addition as provided by laws or ordinances or by these“Articles of Incorporation”, be determined by the board of directors.
CHAPTER VIIIACCOUNTS
Article 42. (Fiscal Year)The fiscal year of the Company shall commence on April 1 of each year and end on March 31 of thefollowing year.
Article 43. (Distribution of Surplus and Acquisition of Own Shares)
The Company shall, by a resolution of the board of directors without obtaining a resolution of a meeting ofshareholders, determine the particulars contained in the items of Article 459, Paragraph 1, including distributionof surplus, except as otherwise stipulated by laws or ordinances.
Article 44. (Record Date for Distribution of Surplus)
1. The record dates for dividends of the Company shall be September 30 and March 31 of each year.
2. The Company may, in addition to the dates in the preceding paragraph, fix other dividend record dates
and distribute surplus.
3. In case dividends are paid in cash, the Company shall be relieved from the obligation of paying dividends
if such dividends remain unreceived for three (3) years after the date of the commencement of payment thereof.
SUPPLEMENTARY PROVISION(Transitional Measures for Relief of Liabilities of Directors and Executive Officers)
The Company may, by a resolution of the board of directors, release directors and executive officers(including former directors and former executive officers) from liabilities to the extent permitted by laws orordinances for the acts prescribed in Article 21-17, Paragraph 1 of the Law for Special Exceptions to theCommercial Code (“Special Law”) before its abolishment by the Act on Arrangement of Relevant Acts
Incidental to Enforcement of the Companies Act (Act No. 87 of 2005).
9

HISTORY
1. The date on which these ARTICLES OF INCORPORATION were first drawn up:
November 27, 1925
2. Dates of amendments
October 20, 1948

November 22, 1972

September 30, 2007

November 30, 1948

November 22, 1973

June 25, 2009

January 15, 1949

November 20, 1975

January 6, 2010

May 26, 1949

December 17, 1976

June 28, 2011

November 26, 1949

December 14, 1978

June 24, 2015

January 27, 1950

December 18, 1981

March 29, 1950

December 17, 1982

November 28, 1950

December 22, 1983

November 27, 1951

December 20, 1984

November 29, 1952

December 20, 1985

May 26, 1953

December 19, 1986

November 24, 1953

December 18, 1987

May 7, 1954

December 16, 1988

November 26, 1954

June 28, 1990

November 25, 1955

June 27, 1991

April 27, 1956

June 29, 1993

November 20, 1956

June 29, 1994

November 25, 1957

June 27, 1996

November 25, 1958

June 27, 1997

June 1, 1959

June 29, 1999

November 26, 1959

June 29, 2000

November 25, 1960

October 1, 2001

November 24, 1961

June 26, 2002

November 24, 1962

June 26, 2003

November 25, 1963

June 25, 2004

November 24, 1966

January 4, 2005

November 25, 1967

June 28, 2005

November 21, 1968

June 28, 2006

10

Exhibit 1.2(Translation)
SHARE HANDLING REGULATIONSOFNOMURA HOLDINGS, INC.
(Nomura Horudingusu Kabushiki Kaisha)
CHAPTER I
GENERAL PROVISIONS
Article 1. (Purpose)
The handling business relating to the shares of the Company and the procedures for exercise ofshareholders’ right shall be governed by the provision set forth by Japan Securities Depository Center, Inc.
(hereinafter referred to as “JASDEC”) and the account management institutions including securities company,
etc. (hereinafter referred to as “Securities Company, etc.”), with which shareholders have their transfer accounts,
and by the provision of Article 11 (Share Handling Regulations) of the Articles of Incorporation.
Article 2. (Share Registrar)
The share registrar of the Company and its handling place of business shall be as follows:(1) Share registrar
Mitsubishi UFJ Trust and Banking Corporation
4-5, Marunouchi 1-chome, Chiyoda-ku, Tokyo(2) Its handling place of business
Securities Agency Department,
Mitsubishi UFJ Trust and Banking Corporation
4-5, Marunouchi 1-chome, Chiyoda-ku, Tokyo

CHAPTER IIRECORDS TO THE REGISTER OF SHAREHOLDERS
Article 3. (Records to the Register of Shareholders)
1. Any change of records in the register of shareholders shall be made by notices such as the notice ofgeneral shareholders from JASDEC (other than the notice (hereinafter referred to as the “Individual Shareholders
Notice”) as stipulated in Article 154, Paragraph 3 of the Law Concerning Book-Entry Transfer of Corporate
Bonds, Stocks, etc. (hereinafter referred to as the “Transfer Law”)).
2. Other than the case as set forth above, in issuance of new shares or in other cases as required by therelevant laws or ordinances, changes in the register of shareholders shall be made without notices from JASDEC.
3. Records in the register of shareholders shall be made with the characters and symbols designated by
JASDEC.
Article 4. (Notification relating to the Register of Shareholders)
A shareholder shall register its name and address through Securities Company, etc. and JASDEC in
accordance with the procedures provided by JASDEC. The same shall apply to any change thereof.

Article 5. (Representatives of Corporate Shareholders)
If a shareholder is a corporation, one (1) representative of such corporation shall be notified throughSecurities Company, etc. or JASDEC in accordance with the procedures as provided by JASDEC. The same shallapply to any change thereof.
Article 6. (Representatives of Joint Owned Shares)
Shareholders who jointly own shares shall appoint one (1) representative, and submit a notification thereofthrough Securities Company, etc. and JASDEC in accordance with the procedures as provided by JASDEC. The
same shall apply to any change thereof.
Article 7. (Legal Representative)
A legal representative such as a person having parental authority or a guardian of a shareholder shall notify
its name and address through Securities Company, etc. and JASDEC in accordance with the procedures asprovided by JASDEC. The same shall apply to any change or removal thereof.
Article 8. (Notification of Address by Foreign Resident Shareholders, etc.)
A shareholder residing in a foreign country or its legal representative shall appoint its standing proxy inJapan, or designate a mailing address in Japan to receive notices. The name and address of the standing proxy or
the mailing address to receive notices shall be notified through Securities Company, etc. and JASDEC in
accordance with the procedures as provided by JASDEC. The same shall apply to any change or removal thereof.
Article 9. (Confirmation of Notification Made by way of JASDEC)
A notification by shareholders, which is submitted through Securities Company, etc. and JASDEC, shall bedeemed as a notification from the shareholder.
Article 10. (Registered Pledgees for Shares)
The provisions of this Chapter shall apply mutatis mutandis to the registered pledgees for shares.
CHAPTER III
IDENTIFICATION OF SHAREHOLDERS
Article 11. (Identification of Shareholders)
1. If a shareholder (including a shareholder to whom the Individual Shareholders Notice is given) claims orexercises other shareholder rights (hereinafter collectively referred to as the “Claims, etc.”), such shareholder
shall attach or provide an evidence to support that the shareholder is the very person who made such Claims, etc.
(hereinafter referred to as the “Evidencing Materials, etc.”), unless otherwise verified by the Company that the
Claims, etc. were made by the said shareholder.
2. The Claims, etc. made by any shareholder to the Company through the Securities Company, etc. and
JASDEC shall be deemed as the Claims, etc. made by such shareholder, and submission of the Evidencing
Materials, etc is not required.
3. The Claims, etc. by a proxy shall be made pursuant to the provisions of the preceding two paragraphswith a letter of proxy attached thereto, bearing a signature or the name and seal of the shareholder. In such a
letter of proxy, the name and address of a delegate shall be indicated.
4. Provisions of the preceding paragraphs 1 and 2 shall apply mutatis mutandis to the proxy.
2

CHAPTER IV
PROCEDURES FOR EXERCISING SHAREHOLDER’S RIGHTS, ETC.
Article 12. (Minority Shareholders’ Right, etc.)
When a shareholder exercises his/her minority shareholders’ rights etc., defined in Article 147, Paragraph 4of the Transfer Law, except as otherwise set forth herein, directly towards the Company, that shareholder shallmake his request for such exercise by submitting a document bearing the signature or the name and seal alongwith making a request for an Individual Shareholder’s Notice.
Article 13. (Description of Shareholder Proposals in Reference Materials for General Meeting of Shareholders)
In the event a shareholder submits a proposal in the general meeting of shareholders, the length of the
proposal shall be as follows, as determined by the Company in accordance with Article 93, Paragraph 1 of theRegulations for Enforcement of the Companies Act.
(1) Reasons for proposal
Four hundred (400) characters in length for each proposal(2) Matters to be included in reference materials for general meeting of shareholders concerning the
proposal for election of officers
Four hundred (400) characters in length for each candidate
Article 14. (Methods of Filing Requests)
When any shareholder exercises rights by an electronic method pursuant to laws or ordinances, suchshareholder shall do so on the website of the Company(http://www.nomuraholdings.com/jp/investor/shareholders/sstep.html).

CHAPTER V
PURCHASE OF LESS-THAN-A-FULL-UNIT SHARESArticle 15. (Method of Requesting Purchase of Less-than-a-Full-Unit)
In case that purchase of less-than-a-full-unit shares is requested, such request shall be made throughSecurities Company, etc. and JASDEC in accordance with the procedures as provided by JASDEC.
Article 16. (Determination of Purchase Price)
1. The purchase price per share for a purchase request in accordance with the preceding Article 15 shall be
the closing price per share at the Tokyo Stock Exchange, Inc. (“TSE”) on the day on which the purchase request
is received at the Share Registrar’s handling place of business; provided, however, that if no sales of the sharetake place on the said day, or the said day fall on a holiday of the said stock exchange, the purchase price pershare shall be the price per share settled at the first sale thereafter.
2. The purchase price shall be the amount obtained by multiplying the purchase price per share referred to in
the preceding paragraph by the number of shares requested for purchase.
Article 17. (Payment of Purchase Price)
1. The Company shall pay the amount of the purchase price (hereinafter referred to as the “Purchase Price”)
calculated pursuant to the preceding Article 16 after deduction of the handling fees set forth in Article 26, unless3

otherwise set forth thereby, the purchase price on the fourth business day from the following day on which thepurchase price per share is determined in accordance with the procedure as provided by JASDAC; provided,
however, that if the purchase price contains the right to dividend from surplus or stock split, etc., the Company
shall pay the Purchase Price no later than the record date thereof.
2. A person requesting share purchase may request payment of the Purchase Price to be transferred to thebank deposit account designated by such person or in cash through Japan Post Bank Co., Ltd.
Article 18. (Transfer of Purchased Shares)
The less-than-a-full-unit shares requested for purchase shall be transferred to the transfer account of theCompany on the date of payment or completion of the procedures for payment of the Purchase Price inaccordance with the preceding Article 17.

CHAPTER VI
ADDITIONAL PURCHASE OF LESS-THAN-A-FULL-UNIT SHARESArticle 19. (Method of Requesting for Additional Purchase of Less-than-a-full-unit Shares)
In case that a shareholder who holds less-than-a-full-unit shares requests the Company to sell him / hershares in such number that will constitute one (1) unit when added to such less-than-a-unit shares (hereinafterreferred to as the “Request for Additional Purchase”), such request shall be made through Securities Company,
etc. and JASDEC in accordance with the procedures as provided by JASDEC.
Article 20. (Request for Additional Purchase in Excess of Available Treasury Shares)
If the aggregated number of shares requested in the Request for Additional Purchase on a same day exceeds
the number of treasury shares available for transfer by the Company, none of the Request for Additional
Purchase on the said day shall come into effect.
Article 21. (Effective Date of Request for Additional Purchase)A Request for Additional Purchase shall come into effect on the day when the said Request for Additional
Purchase is received at the Share Registrar’s handling place of business.
Article 22. (Determination of Purchase Price)
1. The additional purchase price per share of less-than-a-full-unit share shall be the closing price on the TSEon the effective date of the Request for Additional Purchase; provided, however, that if no sales of the share takeplace on the said day, or the said day fall on a holiday of the said stock exchange, the purchase price per share
shall be the price per share settled at the first sale thereafter.
2. The additional purchase price shall be the amount obtained by multiplying the additional purchase priceper share referred to in the preceding paragraph by the number of shares requested for purchase.
Article 23. (Transfer of Additionally Purchased Shares)
Application for transfer of treasury shares to the shareholder’s transfer account in a number equal to thenumber of shares subject to a Request for Additional Purchase shall be made on the day on which it has been
confirmed that the sum calculated by adding the handling fees set forth in Article 26 to the additional purchaseprice has been remitted to the bank deposit account designated by the Company through Securities Company, etc.
in accordance with the procedures as provided by JASDEC.
4

Article 24. (Period of Suspension for Additional Purchase Request)
1. The Company shall suspend the acceptance of Request for Additional Purchase every year from theperiod starting from the tenth business day prior to and ending on the respective dates listed below:(1) March 31;(2) September 30; and(3) Any other dates as provided by JASDEC, such as the record date of shareholders, etc.
2. Notwithstanding the preceding paragraph, the Company may, when it deems necessary, set additional
periods for suspension of the acceptance of Request for Additional Purchase.

CHAPTER VII
SPECIAL TREATMENT OF SPECIAL ACCOUNT
Article 25. (Special Treatment of Special Account)
Identification of a shareholder who opened a special account and other treatments related to the special
account shall be in accordance with the procedures as provided by JASDEC as well as by the accountmanagement institution of the said special account.

CHAPTER VIIIHANDLING FEES
Article 26. (Handling Fees)
Handling fees with respect to a purchase of less-than-one-unit shares pursuant to Article 15 and a Request
for Additional Purchase of less-than-one-unit shares pursuant to Article 19 shall as follows:
An amount obtained in accordance with the following formula as equivalent to the brokerage commission
for 100 shares, prorated according to the number of shares so purchased or additionally purchased, for eachcase of purchase.
(Formula)
The handling fee shall be measured through the way where at first, the purchase price per share determined
under Article 16 or the additional purchase price per share determined under Article 22 shall be multipliedby 100 shares (the “assumed total amount”) and then calculated by using the following ratios to the assumed
total amount.
The first 1,000,000 yen . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
More than 1,000,000 yen to 5,000,000 yen (inclusive) . . . . . . . .
More than 5,000,000 yen to 10,000,000 yen (inclusive) . . . . . . .
More than 10,000,000 yen to 30,000,000 yen (inclusive) . . . . . .
More than 30,000,000 yen to 50,000,000 yen (inclusive) . . . . . .
(If there is any fraction of 1 yen, it shall be disregarded.)

1.150%
0.900%
0.700%
0.575%
0.375%

Provided, however, that if the amount so obtained per 100 shares falls under 2,500 yen, it shall be 2,500 yen.

5

2. Notwithstanding the preceding paragraph, the Executive Officers designated by the resolution of theBoard of Directors are authorized to determine the period the Company does not charge handling fees for apurchase of less-than-a-full-unit shares or an additional purchase of shares up to a whole unit.

Dates of Amendments
January 15, 2002
June 26, 2003
January 4, 2005
June 28, 2006
November 26, 2008
June 24, 2015

June 17, 2002
June 25, 2004
October 1, 2005
June 27, 2007
May 15, 2009

April 1, 2003
October 1, 2004
May 1, 2006
September 25, 2008
January 6, 2010

6

Exhibit 4.3(Translation)
LIMITATION OF LIABILITY AGREEMENTNOMURA HOLDINGS, INC. (hereinafter, the “Company”) and(hereinafter, the “Director”) hereby
agree to enter into this limitation of liability agreement (hereinafter, the “Agreement”) in accordance with Article
427 Paragraph 1 of the Companies Act and Article 33 Paragraph 2 of the Articles of Incorporation of theCompany.
Article 1
On or after the execution of this Agreement, in the event that the Director, in good faith and without grossnegligence in performing his or her duties as a director of the Company, incurs liability to compensate theCompany under Article 423 Paragraph 1 of the Companies Act (hereinafter, the “Relevant Liability”), theCompany shall limit the Director’s Relevant Liability to the higher of 20 million yen or the sum of the following
items:(1) the total amount of remuneration, bonus or other consideration received, or economic benefit accrued by,
the Director while in office as a director of the Company for the performance of his or her duties as adirector, in the fiscal year in which the facts causing the Relevant Liability arose; or in any prior fiscal year,
whichever is the highest amount, multiplied by two (2); and(2) the total amount of retirement bonus or other economic benefit of a similar nature received by the Director
from the Company divided by: the number of years served as a director (hereinafter, “Years of Service”), or
two (2) where the Years of Service is less than two (2) years.
(3) the amount determined according to the following categories as set forth in items (a) and (b) below:(a) In the event that, following his or her appointment to office, the Director exercises Company stockacquisition rights (only in cases listed in the items in Article 238, Paragraph 3, excluding those which
may have been received by the Director from the Company as compensation for the execution of duty)
if any (hereinafter, the “Relevant Stock Acquisition Rights”): the amount calculated by multiplying(i) the current per share price of the Company’s share at the time of exercise of the Relevant Stock
Acquisition Rights, less the amount per share that is the purpose of the Relevant Stock Acquisition
Rights out of the aggregate sum of the amount provided for in Article 236 Paragraph 1, Item 2 of theCompanies Act and the paid-in price as provided for in Article 238, Paragraph 1, Item 3 of theCompanies Act (if the amount so calculated is zero or less, then zero), by (ii) the number of shares of
the Company delivered to the Director upon exercise of the Relevant Stock Acquisition Rights; or(b) In the event that, following his or her appointment to office, the Director transfers Relevant Stock
Acquisition Rights: the amount calculated by multiplying the transfer price of Relevant Stock
Acquisition Rights less the paid-in price as provided for in Article 238, Paragraph 1, Item 3 of theCompanies Act, by the number of the Relevant Stock Acquisition Rights.
Article 2
The Company may request the Director to provide any information necessary for determining whether or not a
Relevant Liability exists and the amount up to which any such Relevant Liability may be limited.
Article 3
1. In the event that a limitation of the Director’s Relevant Liability is applied pursuant to Article 1 of thisAgreement, the Director shall not receive any amount of retirement bonus or other economic benefit of a similar
nature from the Company, or exercise or transfer Relevant Stock Acquisition Rights without approval at a
meeting of the shareholders of the Company.

2. In the event that the Director possesses a certificate of stock acquisition rights representing Relevant Stock
Acquisition Rights where a limitation of the Director’s Relevant Liability has been applied pursuant to Article 1of this Agreement, the Director shall be required to deposit such certificate of stock acquisition rights with theCompany without delay and shall not be permitted to demand the return of the such certificate without approval
at a meeting of the shareholders for such transfer.
Article 4
In the event that the Director becomes an executive director, executive officer or manager or any other employeeof the Company, this Agreement shall be of no effect from such time onwards.
Article 5
Any matters not covered under this Agreement shall be resolved through mutual consultation between the
Company and the Director.
IN WITNESS WHEREOF, this Agreement shall be executed as of the date below by the parties hereto in
duplicate, with each party retaining a counterpart hereof.
[Date]NOMURA HOLDINGS, INC.

DIRECTOR

2

Exhibit 4.4
LIMITATION OF LIABILITY AGREEMENTNOMURA HOLDINGS, INC. (hereinafter, the “Company”) and(hereinafter, the “Director”) hereby
agree to enter into this limitation of liability agreement (hereinafter, the “Agreement”) in accordance with Article
427 Paragraph 1 of the Companies Act and Article 33 Paragraph 2 of the Articles of Incorporation of theCompany.
Article 1
On or after the execution of this Agreement, in the event that the Director, in good faith and without grossnegligence in performing his or her duties as a director of the Company, incurs liability to compensate theCompany under Article 423 Paragraph 1 of the Companies Act (hereinafter, the “Relevant Liability”), theCompany shall limit the Director’s Relevant Liability to the higher of 20 million yen or the sum of the following
items:(1) the total amount of remuneration, bonus or other consideration received, or economic benefit accrued by,
the Director while in office as a director of the Company for the performance of his or her duties as adirector, in the fiscal year in which the facts causing the Relevant Liability arose; or in any prior fiscal year,
whichever is the highest amount, multiplied by two (2); and(2) the total amount of retirement bonus or other economic benefit of a similar nature received by the Director
from the Company divided by: the number of years served as a director (hereinafter, “Years of Service”), or
two (2) where the Years of Service is less than two (2) years.
(3) the amount determined according to the following categories as set forth in items (a) and (b) below:(a) In the event that, following his or her appointment to office, the Director exercises Company stockacquisition rights (only in cases listed in the items in Article 238, Paragraph 3, excluding those which
may have been received by the Director from the Company as compensation for the execution of duty)
if any (hereinafter, the “Relevant Stock Acquisition Rights”): the amount calculated by multiplying(i) the current per share price of the Company’s share at the time of exercise of the Relevant Stock
Acquisition Rights, less the amount per share that is the purpose of the Relevant Stock Acquisition
Rights out of the aggregate sum of the amount provided for in Article 236 Paragraph 1, Item 2 of theCompanies Act and the paid-in price as provided for in Article 238, Paragraph 1, Item 3 of theCompanies Act (if the amount so calculated is zero or less, then zero), by (ii) the number of shares of
the Company delivered to the Director upon exercise of the Relevant Stock Acquisition Rights; or(b) In the event that, following his or her appointment to office, the Director transfers Relevant Stock
Acquisition Rights: the amount calculated by multiplying the transfer price of Relevant Stock
Acquisition Rights less the paid-in price as provided for in Article 238, Paragraph 1, Item 3 of theCompanies Act, by the number of the Relevant Stock Acquisition Rights.
Article 2
The Company may request the Director to provide any information necessary for determining whether or not a
Relevant Liability exists and the amount up to which any such Relevant Liability may be limited.
Article 3
1. In the event that a limitation of the Director’s Relevant Liability is applied pursuant to Article 1 of thisAgreement, the Director shall not receive any amount of retirement bonus or other economic benefit of a similar
nature from the Company, or exercise or transfer Relevant Stock Acquisition Rights without approval at a
meeting of the shareholders of the Company.

2. In the event that the Director possesses a certificate of stock acquisition rights representing Relevant Stock
Acquisition Rights where a limitation of the Director’s Relevant Liability has been applied pursuant to Article 1of this Agreement, the Director shall be required to deposit such certificate of stock acquisition rights with theCompany without delay and shall not be permitted to demand the return of the such certificate without approval
at a meeting of the shareholders for such transfer.
Article 4
In the event that the Director becomes an executive director, executive officer or manager or any other employeeof the Company, this Agreement shall be of no effect from such time onwards.
Article 5
Any matters not covered under this Agreement shall be resolved through mutual consultation between the
Company and the Director.
IN WITNESS WHEREOF, this Agreement shall be executed as of the date below by the parties hereto in
duplicate, with each party retaining a counterpart hereof.
[Date]NOMURA HOLDINGS, INC.

DIRECTOR

2

Exhibit 12.1
Certification
I, Koji Nagai, certify that:
1. I have reviewed this annual report on Form 20-F of Nomura Holdings, Inc.;
2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit
to state a material fact necessary to make the statements made, in light of the circumstances under whichsuch statements were made, not misleading with respect to the period covered by this report;
3. Based on my knowledge, the financial statements, and other financial information included in thisreport, fairly present in all material respects the financial condition, results of operations and cash flows of
the company as of, and for, the periods presented in this report;
4. The company’s other certifying officer and I are responsible for establishing and maintaining
disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal
control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for thecompany and have:a) Designed such disclosure controls and procedures, or caused such disclosure controls andprocedures to be designed under our supervision, to ensure that material information relating to thecompany, including its consolidated subsidiaries, is made known to us by others within those entities,
particularly during the period in which this report is being prepared;b) Designed such internal control over financial reporting, or caused such internal control overfinancial reporting to be designed under our supervision, to provide reasonable assurance regarding thereliability of financial reporting and the preparation of financial statements for external purposes inaccordance with generally accepted accounting principles;c) Evaluated the effectiveness of the company’s disclosure controls and procedures and presented
in this report our conclusions about the effectiveness of the disclosure controls and procedures, as ofthe end of the period covered by this report based on such evaluation; andd) Disclosed in this report any change in the company’s internal control over financial reportingthat occurred during the period covered by the annual report that has materially affected, or isreasonably likely to materially affect, the company’s internal control over financial reporting; and5. The company’s other certifying officer and I have disclosed, based on our most recent evaluation ofinternal control over financial reporting, to the company’s auditors and the audit committee of thecompany’s board of directors (or persons performing the equivalent functions):a) All significant deficiencies and material weaknesses in the design or operation of internal
control over financial reporting which are reasonably likely to adversely affect the company’s ability torecord, process, summarize and report financial information; andb) Any fraud, whether or not material, that involves management or other employees who have asignificant role in the company’s internal control over financial reporting.
Date: June 25, 2015
/s/ KOJI NAGAI
Koji Nagai
Group Chief Executive Officer

Exhibit 12.2
Certification
I, Shigesuke Kashiwagi, certify that:
1. I have reviewed this annual report on Form 20-F of Nomura Holdings, Inc.;
2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit
to state a material fact necessary to make the statements made, in light of the circumstances under whichsuch statements were made, not misleading with respect to the period covered by this report;
3. Based on my knowledge, the financial statements, and other financial information included in thisreport, fairly present in all material respects the financial condition, results of operations and cash flows of
the company as of, and for, the periods presented in this report;
4. The company’s other certifying officer and I are responsible for establishing and maintaining
disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal
control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for thecompany and have:a) Designed such disclosure controls and procedures, or caused such disclosure controls andprocedures to be designed under our supervision, to ensure that material information relating to thecompany, including its consolidated subsidiaries, is made known to us by others within those entities,
particularly during the period in which this report is being prepared;b) Designed such internal control over financial reporting, or caused such internal control overfinancial reporting to be designed under our supervision, to provide reasonable assurance regarding thereliability of financial reporting and the preparation of financial statements for external purposes inaccordance with generally accepted accounting principles;c) Evaluated the effectiveness of the company’s disclosure controls and procedures and presented
in this report our conclusions about the effectiveness of the disclosure controls and procedures, as ofthe end of the period covered by this report based on such evaluation; andd) Disclosed in this report any change in the company’s internal control over financial reportingthat occurred during the period covered by the annual report that has materially affected, or isreasonably likely to materially affect, the company’s internal control over financial reporting; and5. The company’s other certifying officer and I have disclosed, based on our most recent evaluation ofinternal control over financial reporting, to the company’s auditors and the audit committee of thecompany’s board of directors (or persons performing the equivalent functions):a) All significant deficiencies and material weaknesses in the design or operation of internal
control over financial reporting which are reasonably likely to adversely affect the company’s ability torecord, process, summarize and report financial information; andb) Any fraud, whether or not material, that involves management or other employees who have asignificant role in the company’s internal control over financial reporting.
Date: June 25, 2015/s/ SHIGESUKE KASHIWAGI
Shigesuke Kashiwagi
Chief Financial Officer

Exhibit 13.1
Certification
Pursuant to 18 U.S.C. §1350, the undersigned officer of Nomura Holdings, Inc. (the “Company”) hereby
certifies, to such officer’s knowledge, that the Company’s annual report on Form 20-F for the year ended
March 31, 2015 (the “Report”) fully complies with the requirements of Section 13(a) or 15(d), as applicable, of
the Securities Exchange Act of 1934 and that the information contained in the Report fairly presents, in allmaterial respects, the financial condition and results of operations of the Company.
Date: June 25, 2015
/s/ KOJI NAGAI
Koji Nagai
Group Chief Executive Officer

Exhibit 13.2
Certification
Pursuant to 18 U.S.C. §1350, the undersigned officer of Nomura Holdings, Inc. (the “Company”) hereby
certifies, to such officer’s knowledge, that the Company’s annual report on Form 20-F for the year ended
March 31, 2015 (the “Report”) fully complies with the requirements of Section 13(a) or 15(d), as applicable, of
the Securities Exchange Act of 1934 and that the information contained in the Report fairly presents, in allmaterial respects, the financial condition and results of operations of the Company.
Date: June 25, 2015/s/ SHIGESUKE KASHIWAGI
Shigesuke Kashiwagi
Chief Financial Officer

Exhibit 15.1
Consent of Independent Registered Public Accounting Firm
We consent to the incorporation by reference in the Registration Statements (Form F-3 No. 333-186755 andNo. 333-191250 and Form S-8 No. 333-134590, No. 333-141988, No. 333-165925, No. 333-173244,
No. 333-180506, No. 333-187585, No. 333-195004 and No. 333-203049) and related Prospectus of Nomura
Holdings, Inc. of our reports dated June 25, 2015, with respect to the consolidated financial statements of
Nomura Holdings, Inc., and the effectiveness of internal control over financial reporting of Nomura Holdings,
Inc., included in this Annual Report (Form 20-F) for the year ended March 31, 2015.
/s/ Ernst & Young ShinNihon LLC
Tokyo, Japan
June 25, 2015