Approach and Policies
The Nomura Real Estate Group has positioned compliance with laws, regulations, corporate codes of conduct, and so on as a key management issue, in addition to the Group Policy, and formulated the Nomura Real Estate Group Code of Action as a compliance guide. In addition, Nomura Real Estate Holdings established the Risk Management Committee and the Group Legal & Compliance Department, promotes ongoing education and training for officers and employees throughout the Group, and provides advice, guidance, and support to Group companies.
Furthermore, in an attempt to enhance its efforts, the Group signed and registered as a participating company in the United Nations Global Compact in May 2019. Based on the principles of the United Nation’s global initiatives, the Group will remain committed to all types of anti-corruption activities including extortion and bribery.
The Nomura Real Estate Group Code of Action
The Nomura Real Estate Group has formulated a Code of Action to define fundamental rules that Group officers and employees must adhere to. We review the effectiveness of the content of the Code of Action as appropriate, taking social circumstances and other factors into consideration, and any changes thereto are subject to decision by the Board of Directors.
Table of Contents of the Code of Action
Chapter 1 General provisions
Article 1 (Purpose)
Article 2 (Positioning)
Article 3 (Definitions)
Article 4 (Revision or abolition)
Chapter 2 Basic position
Article 5 (Awareness and behavior as a member of society)
Article 6 (Respect for basic human rights)
Article 7 (Observance of compliance)
Article 8 (Consideration for the global environment)
Article 9 (Corporate social responsibility)
Chapter 3 Behavior that gains customer trust
Article 10 (Providing highly safe, high-quality products and services)
Article 11 (Description of and risks relating to goods and services)
Article 12 (Response to consultations and complaints from customers)
Article 13 (Appropriate disclosure and provision of information to customers)
Article 14 (Management of customer information)
Chapter 4 Maintaining a fair relationship with business partners
Article 15 (Implementation of fair competition and fair trade)
Article 16 (Implementation of highly transparent transactions)
Article 17 (Offering moderate entertainment or gifts to business partners)
Article 18 (Infringement of intellectual property rights and prohibition of unauthorized use)
Article 19 (Management of information on business partners)
Chapter 5 Relationship with officers and employees
Article 20 (Respect for human rights of officers and employees)
Article 21 (Maintenance and improvement of work environment)
Article 22 (Prohibition of insider trading)
Article 23 (Sincere business activities)
Article 24 (Operational records and reports)
Article 25 (Management of company assets and information)
Article 26 (Reporting illegal or unethical behavior)
Chapter 6 Relationship with society
Article 27 (Disclosure of corporate information)
Article 28 (Offering entertainment or gifts to public officials etc.)
Article 29 (Exclusion of anti-social forces)
Article 30 (Establishment, operation and improvement of internal controls for proper business execution)
Chapter 7 Miscellaneous provisions
Article 31 (Preparation of guidelines)
Article 32 (Use of guidelines)
Article 33 (Application to overseas subsidiaries and affiliates)
Compliance Promotion Framework
Nomura Real Estate Holdings has established the Risk Management Committee and the Group Legal & Compliance Department to develop and implement a framework for compliance. In addition, Compliance Officers have been appointed at each Group company, and Compliance Leaders and Compliance Promoters have been appointed under Compliance Officers to ensure compliance throughout the Group.
The results of compliance promotion in fiscal 2020 are as follows.
Distributed online every other month.
In fiscal 2020, the attendance rate for the entire Group was 100%.
Group training for different professional ranks.
In fiscal 2020, training was conducted 27 times. The total number of participants was 1,311.
|Target Participants||Number of Events||Number of Participants|
|All officers of the Group||1||145|
|All Group supervisors and compliance promotors||13||783|
|Employees working at overseas offices||10||49|
|Newly promoted managerial employees of the Group||1||135|
|Mid-career hires of the Group||1||185|
Anti-Corruption and Anti-Bribery Measures
In fiscal 2020, there were no significant legal violations, fines or penalties related to corruption or bribery including facility payments. Also, no employees were disciplined for violating the Anti-Corruption and Anti-Bribery Policy.
Compliance with the Anti-Monopoly Act, the Act against Delay in Payment of Subcontract Proceeds, etc. to Subcontractors and other laws and regulations
Over the past four years since the end of March 2021, the Group has not been subject to any administrative penalties (fines or settlement payments) for violations of the Anti-Monopoly Act or the Act against Delay in Payment of Subcontract Proceeds, etc. to Subcontractors.
Policy on Political Participation
In cases where the Group supports the activities of a political organization or makes political contributions, we act in compliance with relevant laws and regulations such as the Political Funds Control Act, the Public Offices Election Act, and other relevant and the laws and regulations of each country and check our actions under the Group Code of Action.
Preventing Bribery, Graft, and Corruption
The Group prohibits the provision of entertainment or gifts to business partners incompatible with social common sense and to public officials (including foreign public officials) in pursuit of self-interest.
Specifically, the Group Code of Action provides, with regard to receipt or provision of entertainment or gifts from or to business partners, “Nomura Real Estate Group officers and employees shall not request, provide, or receive entertainment or gifts incompatible with sound business practices or social common sense” and “No officer or employee shall use their professional position to request or accept benefits or favors from a business partner.” The Group strictly implements the Code of Conduct, for instance, detailed reporting and documentation of the details of entertainment or goods provided or received by its officers and employees.
The Risk Management Committee, a sub-organization of the Management Committee, regularly monitors, evaluates and analyzes risks such as legal and regulatory violations. It also deliberates on basic response policies regarding risk prevention, response when risk occurs, and prevention of recurrence. In addition, a compliance promotor has been assigned to each department, office and branch, and a system has been established to enhance the effectiveness of compliance activities in every workplace.
Moreover, the Group has set up whistleblowing systems that includes helplines exclusively for its Group employees and business partners.
Bribery Prevention Initiatives in Overseas Business
The Group complies with the Guidelines for the Prevention of Bribery of Foreign Public Officials established by the Ministry of Economy, Trade and Industry, and has formulated its own Policy on Anti-Bribery of Foreign Public Officials, which can be found on the Group website. In accordance with this policy, the Group formulated the Regulations on the Prevention of Bribery of Foreign Public Officials and the Anti-Bribery Guidelines and has established specific internal procedures such as prior application and recording relating to the provision of entertainment, gifts, invitations, and donations to foreign public officials and the use of agencies and so on.
The above regulations also prohibit the payment of small amounts (facility payments) for the sole purpose of facilitating official procedures.
When selecting a new business partner overseas, the Group makes every effort to prevent corruption, such as by conducting due diligence for bribery concerns and adopting anti-bribery clauses in contracts as required. In addition, the Group also conducts periodic training on the prevention of bribery for officers and employees involved in overseas business operations.
Anti-Bribery Guidelines for Overseas Business (Table of Contents)
Chapter 1 General Provisions
Article 1 Purpose
Article 2 Conduct Related to Duties
Chapter 2 Entertainment and Gifts
Article 3 Notes on Entertainment and Gifts
Article 4 Acceptable Entertainment and Gifts
Article 5 Entertainment and Gifts at Joint Ventures
Article 6 In-house Socializing at Joint Ventures
Chapter 3 Invitation
Article 7 Notes on Invitations
Article 8 Acceptable Expenses for Invitations
Chapter 4 Donations
Article 9 Notes on Donations
Chapter 5 Use of Agencies, etc.
Article 10 Notes on the Use of Agencies, etc.
Chapter 6 Cases Not Involving Bribery
Article 11 Emergency Response
Chapter 7 Special Notes
Article 12 Special Notes
Reference: Article 10. Notes on the Use of Agencies, etc.
Implementation of Fair Competition and Fair Trade
The Nomura Real Estate Group Code of Action sets forth rules on maintaining fair relationships with business partners. The areas covered by the rules include the implementation of fair competition and fair trade and implementation of highly transparent trade, to ensure compliance with the Anti-Monopoly Act, the Act Against Delay in Payment of Subcontract Proceeds, etc. to Subcontractors and other laws and regulations. Moreover, in the selection of business partners we strive to comprehensively and fairly assess a wide range of factors, including quality, price, track record, and reliability.
Excluding Anti-Social Forces from Business Relationships
The Nomura Real Estate Group has established Article 29 within its Code of Action that prohibits business transactions with anti-social forces or related organizations. It is our strict policy to exclude anti-social forces from our business relationships. In line with this policy, we issued a manual that details specific responses and have designated a department to ensure organizational responses by Nomura Real Estate Holdings and are collaborating with Group companies. We have appointed personnel responsible for preventing improper requests at each Group company. In addition, we consult and coordinate with legal counsel, the police, and other specialized external organizations to ensure that anti-social forces are excluded from involvement in our business activities and to prevent any harm caused by such anti-social forces.
Guidelines on Social Media
In accordance with the Guidelines on the Use of Social Media, the Nomura Real Estate Group stipulates that use of social media must exhibit an awareness of the individual as position as a member of society and exemplify a high level of ethics following the norms of society at all times when posting, regardless of whether such posting is for personal or professional reasons. The Group’s Social Media Policy has been disclosed.
As a part of our compliance training program, we implement periodic measures intended to raise awareness and provide information on areas of caution and risks relating to the posting information on social media.
Complying with Regulatory Requirements and Raising Awareness
The Nomura Real Estate Group has developed a compliance program every year and provides compliance training to officers and employees all year round in a planned manner in order to ensure compliance and the penetration of compliance awareness among officers and employees.
The Group also distributes the Nomura Real Estate Group Procurement Guidelines to its business partners and requests their compliance with fair business practices. In fiscal 2020, it monitored 10 major suppliers, including general contractors, and it will continue to work closely with suppliers to ensure compliance.
The Nomura Real Estate Group Risk Helpline
The Nomura Real Estate Group has set up the Nomura Real Estate Group Risk Helpline based on the Whistle-blowing System Operation Rules in order to establish a system for appropriately responding both to consultations and reports on legal violations and misconduct committed at organizational or individual levels.
We have established internal points of contact (The Risk Management Committee Chairman and the Group Legal & Compliance Department) and external points of contact (lawyers and outsourcing contractors) to make it easy for informants and users to use the helpline. For overseas offices, we have a system for responding to consultations and reports in the language of the relevant countries. We also protect whistleblowers such as by imposing a duty of confidentiality on those involved in helpline operations and by not prejudicially treating informants because they made a report.
In addition, in order to carry out fair transactions with corporate customers and others with whom we have a business relationship, we have established the Helpline for Business Partners for their use.
The Risk Management Committee Chairman reports the received consultations and reports to Audit & Supervisory Committee Members selected by the Audit & Supervisory Committee, who promptly investigate, verify facts, and mete out strict punishment for any serious violations, in accordance with internal rules.