Nokia 2005 Annual Report Download - page 130

PART II
ITEM 13. DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIES
None.
ITEM 14. MATERIAL MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS AND USE OF
PROCEEDS
None.
ITEM 15. CONTROLS AND PROCEDURES
(a) Disclosure Controls and Procedures. Our Chairman and Chief Executive Officer and our
Executive Vice President, Chief Financial Officer, after evaluating the effectiveness of the
Group’s disclosure controls and procedures (as defined in US Exchange Act Rule 13a-15(e))
as of the end of the period covered by this annual report on Form 20-F, have concluded
that, as of such date, the Group’s disclosure controls and procedures were effective.
(b) Internal Control Over Financial Reporting. There were no changes in the Group’s internal
control over financial reporting that occurred during the year ended December 31, 2005
that have materially affected, or are reasonably likely to materially affect, the Group’s
internal control over financial reporting.
ITEM 16A. AUDIT COMMITTEE FINANCIAL EXPERT
The Board of Directors has determined that Mr. Per Karlsson is an ‘‘audit committee financial
expert’’ as defined in Item 16A of Form 20-F. Mr. Per Karlsson and each of the other members of
the Audit Committee is an ‘‘independent director’’ as defined in Section 303A.02 of the New York
Stock Exchange’s Listed Company Manual.
ITEM 16B. CODE OF ETHICS
We have adopted a code of ethics that applies to our Chief Executive Officer, President, Chief
Financial Officer and Corporate Controller. This code of ethics is posted on our website,
www.nokia.com, and may be found as follows:
1. From our main web page, first click on ‘‘About Nokia.’’
2. Next, click on ‘‘Company.’’
3. Next, click on ‘‘Corporate Governance.’’
4. Next, click on ‘‘Board of Directors.’’
5. Finally, click on ‘‘Code of Ethics.’’
ITEM 16C. PRINCIPAL ACCOUNTANT FEES AND SERVICES
Auditor fees and services
PricewaterhouseCoopers Oy has served as Nokia’s independent auditor for each of the fiscal years
in the three-year period ended December 31, 2005. The independent auditor is elected annually by
the Annual General Meeting. The Audit Committee will propose to the Annual General Meeting
convening on March 30, 2006 that PricewaterhouseCoopers Oy be elected as the independent
auditor for 2006.
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