4th Floor, Salisbury House, London Wall, London EC2M5QQ
Tel: +44 (0) 20 7070 4600
Fax: +44 (0) 20 7070 4649

REMUNERATION DISCLOSURESAS AT 31 December 2023
1.1This is a MIFIDPRU 8 remuneration disclosure document of Tokai Tokyo Securities (Europe) Limited (the“Company” or “TTSE”). TTSE is classified as a SNI firm.

1.2

The board of directors determine remuneration policy to reflect the Company’s objectives for good
corporate governance as well as sustained and long-term value creation for shareholders. TTSE’sremuneration policies for Local Staff and Secondee Staff are consistent with its aim in achieving the growthand long term success of the business with a focus on a range of skills and behaviours that it deems
important. The Remuneration Policy encourages staff to improve how they undertake work rather thanwith a focus on how much revenue or profit they can make.

1.3

Most of the criteria which determines any variable remuneration are non-financial. They form a significant
part of the performance assessment process, including overriding financial criteria.

1.4

Conduct criteria make up a substantial portion of the non-financial criteria; including adherence to effective
risk management and compliance with relevant regulatory requirements.

1.5

Due to the size and categorisation of TTSE, there is no remuneration committee. The Board undertakes this
responsibility with an annual review of the Remuneration Policy Statement and responsibility for theimplementation of any remuneration policies in the UK, and input into any remuneration changes thatwould affect Secondee Staff.

1.6

The Board approves the bonus pool size according to the current base salaries of the Local Staff and also onthe offers to be made for the new base salaries. The nature of the variable remuneration for Local Staff ispaid out of revenues from the relevant performance year. To this extent there is no risk of payments being
made to staff based on future revenue which may have a damaging effect on the interests of the firm andthe shareholder.

1.7

The long-term interests of the shareholders and stakeholders are for the firm to run a low risk businesstightly governed by the Board and the shareholders; the business model of the firm ensures there is a lowrisk culture. Staff are remunerated in accordance with ongoing robust and professional management
controls – which in turn mitigates/reduces any risks. The Board has the discretion to adjust the bonus pooland individual payments to Staff.

1.8

The policy is focused on ensuring sound and effective risk management through:

1.9

(a)

a stringent governance structure for setting goals and communication these goals to employees;(b)alignment with the Group’s business strategy, values, key priorities and long-term goals;(c)alignment with the principle of protection of clients and ensuring prevention of conflicts ofinterests.

The Company used Clearpoint Advisors Limited in the development of the remuneration policies andpractices.
Authorised and regulated by the Financial Conduct Authority
A wholly owned subsidiary of TOKAI TOKYO FINANCIAL HOLDINGS, INC
Registered in England number: 05922339

4th Floor, Salisbury House, London Wall, London EC2M5QQ
Tel: +44 (0) 20 7070 4600
Fax: +44 (0) 20 7070 4649
2

Code Staff

2.1

The Remuneration Code applies to all TTSE staff. In particular, Remuneration Code Staff are those staff withperformance linked variable pay and comprise staff that hold significant influence functions, are seniormanagement, risk takers, staff who undertake controlled functions and employees receiving remuneration
on a par with senior management.

3Performance appraisals

3.1

The Local Staff performance appraisal year runs from 1 January to 31 December in each year and theSecondee Staff performance appraisal year runs from 1 April to 31 March annually.

3.2

At the annual performance and appraisal interview, the individual employees and managers evaluate anddocument performance in the past year and set new goals. Decision on adjustment, if any, of the employee’s
fixed salary or on annual performance-based pay are made on the basis of this appraisal.

3.3

Assessment criteria include:(a)

Job knowledge(b)Quality of work(c)

Quantity of work(d)Dependability(e)Communication skills(f)Compliance with regulations(g)

Profitability of TTSE and the parent entity Tokai Tokyo Financial Holdings Inc. (TTFH).

3.4

Fixed remuneration primarily reflects a staff member’s professional experience and organisational
responsibility as set out in the staff member’s job description, local market conditions and terms ofemployment. The fixed remuneration is permanent, pre-determined, non-discretionary, non-revocable andnot dependent on performance.

3.5

Variable remuneration primarily reflects a staff member’s long-term performance as well as performancethat exceeds the staff member’s job description and terms of employment. This performance-based
remuneration motivates and rewards staff who significantly contribute to sustainable results, deliver highquality work in an effective and efficient manner, strengthen long-term client relations, and generate or
support the generation of income to TTSE the overall TTFH Group. Performance based remuneration is
disbursed as cash bonus.

3.6

Performance-based pay is granted to reflect the Company´s financial and non-financial results and theindividual employee’s performance. A discretionary assessment is always made to ensure that other factors– including factors which are not directly measurable – are considered. As an overall starting point theCompany ensures a balanced split between fixed salary and variable pay.

3.7

TTSE ensures the assessment of performance is linked to its risk management and sustainable performance.
This is set in a multi-year framework.

Authorised and regulated by the Financial Conduct Authority
A wholly owned subsidiary of TOKAI TOKYO FINANCIAL HOLDINGS, INC
Registered in England number: 05922339

4Quantitative Disclosures

DETAILS FOR PERFOMANCE YEAR 2023
TOTAL REMUNERATION ALL STAFF:FIXED REMUNERATION:
VARIABLE REMUNERATION:£2,101,097.68£2,043,220.81£57,876.87

Authorised and regulated by the Financial Conduct Authority
A wholly owned subsidiary of TOKAI TOKYO FINANCIAL HOLDINGS, INCRegistered in England number: 05922339