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Title: |
Articles of Incorporation |
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Date: |
2004 |
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17KB total |
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Price: |
$40 |
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ID: |
#293697 |
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(Translation)
ARTICLES OF INCORPORATION
OF
NOMURA 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, Nomura Holdings, Inc.
Article 2. (Purpose)
1. The purpose of the Company shall be, by means of holding shares, to control and manage the business activities of domestic companies which engage in the following businesses and the business activities of foreign companies which engage in the businesses equivalent to the following businesses:
(1) Securities business prescribed in the Securities and Exchange Law;
(2) Business of investment trust management prescribed in the Law Concerning Investment Trusts and Investment Corporations, and investment advisory business and businesses of discretionary investment agreements prescribed in the Law Concerning Regulation, etc. of Investment Advisory Business Relating to Securities;
(3) Banking business prescribed in the Banking Law and trust business prescribed in the Trust Business Law; and
(4) Any other financial services and any business incidental or related to such financial services.
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 at Chuo-ku, Tokyo.
Article 4. (Method of Giving Public Notices)
Public notices of the Company shall be given by publication in the Nihon Keizai Shimbun.
Article 5. (Committee System)
The Company shall apply the special provisions regarding the committee system prescribed in Chapter 2, Section 4 of the Law for Special Exceptions to the Commercial Code concerning Audit, etc. of Kabushiki-Kaisha (Law No. 22, 1974) (Special Law).
CHAPTER II
SHARES
Article 6. (Authorized Number of Shares)
The authorized number of shares shall be 6,000,000,000. In the case of retirement of shares, however, the number of retired shares shall be subtracted from the authorized number of shares.
Article 7. (Acquisition by the Company of its Shares)
The Company may purchase its own shares with a resolution of the board of directors pursuant to the provision of Article 211-3, paragraph 1, item 2 of the Commercial Code.
Article 8. (Number of Shares Constituting One Unit)
1. The number of shares constituting one unit of shares of the Company shall be one thousand (1,000).
1
2. The Company shall not issue share certificates representing shares which do not constitute a full unit of shares (less-than-a-full-unit shares).
Article 9. (Request for Purchasing Less-Than-A-Full-Unit Shares)
Any shareholder of the Company (including any beneficial owner of shares of the Company; the same applies hereinafter) with less-than-a-full-unit shares may request the Company to the effect that the Company sells shares which will become a full unit of shares, together with the less-than-a-full-unit shares owned by the shareholder, except the cases where the Company does not own the number of shares to be sold under such request.
Article 10. (Transfer Agent)
1. The Company shall have a transfer agent with respect to the shares issued by the Company.
2. The transfer agent and its handling place of business shall be appointed and designated by a resolution of the board of directors, and public notice thereof shall be given.
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