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Special Feature on Corporate Governance

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Advanced Group Management Structure

Mizuho has been aiming to build the most effective and advanced group management structure. This includes taking advantage of the characteristics and competitiveness of being the only Japanese banking group that holds its own bank, trust bank and securities company and moving to a new group capital structure and new group operational structure and the strengthening of group governance that aim to promote timely and unified group strategic planning under the strong governance of the holding company.

New Group Capital Structure

In January 2013, our two securities subsidiaries merged to establish a new MHSC, thereby creating a structure to provide securities functions in a unified manner as Mizuho's full–line securities company. In April 2013, MHFG turned the new MHSC, which had been a consolidated subsidiary of MHFG, into a directly–held subsidiary of MHFG and moved to a new group capital structure, placing the banking, trust banking, securities and other core group companies under the direct control of the holding company. Furthermore, in July 2013, MHCB and MHBK conducted a merger.

New Group Capital Structure
Image: New Group Capital Structure

Strengthening Governance to Support the Unified Group Strategy

We have strengthened our governance structure from a group–wide perspective to support the unified group strategy. To establish an advanced group management structure, we had clarified the role of Group CEO, enhanced the independence of the consultative body to the Board of Directors, and unified corporate planning and management units. In addition to these initiatives, in April 2013, we strengthened unified group–wide strategy operations through the holding company.

First, in addition to the President and CEO of the new MHBK, MHTB and MHSC Presidents also became standing members of the Executive Management Committee at MHFG.

Secondly, we strengthened our ability to respond to challenges in supporting unified group management by executive officers in charge of corporate planning and management at MHFG serving, in principle, concurrent roles at group companies including MHBK, MHTB and MHSC. We also clarified the positioning of group chief officers in the corporate planning and management functions at MHFG.

Furthermore, we established various relevant working groups (WG) under the Business Policy Committees at MHFG and the new MHBK for the purpose of specialized and intensive studies on important themes. These WG include WG on risks involved in rise in long–term interest rates, WG on foreign currency funding, WG on cross shareholdings, and WG on enhancing group management system across banking, trust and securities functions.

New Group Operational Structure

In April 2013, we moved to a new group operational structure that enables MHFG to determine strategy and initiatives and formulate business plans corresponding to each unit responsible for business strategy promotion across group–wide banking, trust banking, securities and other business areas.

Specifically, MHFG established ten business units and head–office coordination divisions to determine strategy and initiatives across group–wide banking, trust banking, securities and other business areas based on the ten business units across MHCB and MHBK under the substantive one bank structure launched in April 2012. MHFG also established five group strategy conferences (Group Retail Strategy Conference, Group Wholesale Strategy Conference, Group International Strategy Conference, Group Asset Management Strategy Conference and Group Markets Strategy Conference) to deliberate on important matters in terms of group business strategy among the multiple relationship management units and products units that relate to similar customer attributes. Under this operational structure, MHFG will determine overall group strategy as well as segment strategy across the group, and each group company will determine entity–level plans in accordance with MHFG's strategy.

Strengthening Governance to Support the Unified Group Strategy
Image: Strengthening Governance to Support the Unified Group Strategy

Going forward, Mizuho will sustain its efforts to create highly advanced group management structures that offer optimal effectiveness.

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