In order to focus on certain responsibilities, the Board may appoint permanent Committees consisting of three to five Board members each. The Committees assist the Board by preparing matters belonging to the competence of the Board. Each Committee regularly reports on its work to the Board. The Committees have no autonomous decision-making power and, thus, the Board passes its resolutions collectively. The entire Board remains responsible for the duties assigned to the Committees.
The Board currently has three committees: the Nomination Committee, the Human Resources Committee and the Audit Committee. Each Committee has a written charter summarizing its tasks.
The Nomination Committee prepares proposals to the AGM concerning election of Board members and their remuneration. It may also conduct succession planning of the Board members. The Committee meets once a year as a minimum, prior to the AGM. The following individuals have comprised the Nomination Committee since the AGM 2013: Pekka Ala-Pietilä (Chairman), Rolf Börjesson and Jukka Suominen.
Nomination committee in 2012
The following individuals comprised the Nomination Committee in 2012: Mikael Lilius (Chairman), Pekka Ala-Pietilä and Rolf Börjesson. In 2012, the Nomination Committee held two meetings (2011: three meetings). The average attendance of the Nomination Committee members at the meetings was 100 % (2011: 100%).
Human Resources Committee
The Human Resources Committee prepares and discusses organizational and human resource issues, as well as principles of remuneration of senior executives and their compensation. The following individuals have comprised the Human Resources Committee since the AGM 2013: Pekka Ala-Pietilä (Chairman), William R. Barker, Rolf Börjesson and Maria Mercedes Corrales.
Human Resources committee in 2012
The following individuals comprised the Human Resources Committee in 2012: Mikael Lilius (Chairman), Pekka Ala-Pietilä, William R. Barker and Rolf Börjesson. In 2012, the Human Resources Committee held four meetings (2011: four meetings). The average attendance of the Human Resources Committee members at the meetings was 100% (2011: 92%).
The Audit Committee assists the Board in its responsibility to supervise that the book-keeping and financial administration of the Company are appropriately arranged as well as to monitor the financial status of the Company and compliance with the Group policies. It monitors and supervises matters relating to financial statements and consolidated financial statements, interim reports, accounting principles and policies as well as internal reporting systems. Additionally, the Audit Committee monitors the efficiency of the Company's internal control, internal audit as well as risk assessment and risk management mechanisms. It reviews the description of the main principles of the Company's internal control and risk management systems pertaining to the financial reporting process which is included in the Company's Corporate Governance Statement. The Audit Committee prepares to the AGM the resolution concerning appointment of the Auditor. It also evaluates the independence of the Auditor and provision of other consultancy services by the Auditor to the Company. In addition to the members of the Audit Committee, the Chief Financial Officer of the Company participates in the Committee's meetings. The Auditor participates in the meeting deliberating the financial statements and also other meetings, if considered necessary. The following individuals have comprised the Audit Committee since the AGM 2013: Jukka Suominen (Chairman), Eija Ailasmaa and Sandra Turner.
Audit Committee in 2012
The following individuals comprised the Audit Committee in 2012: Jukka Suominen (Chairman), Eija Ailasmaa and Sandra Turner. In 2012, the Audit Committee held five meetings (2011: six meetings). The average attendance of the Audit Committee members at the meetings was 100% (2011: 94%).