Nokia 2008 Annual Report Download - page 136

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inadequate because of changes in conditions, or that the degree of compliance with the policies or
procedures may decline.
Management evaluated the effectiveness of our internal control over financial reporting based on the
Committee of Sponsoring Organizations of the Treadway Commission, or COSO, framework.
Management has excluded Symbian Limited from the assessment of internal control over financial
reporting as at December 31, 2008 because Symbian Limited was acquired by Nokia in a purchase
business combination during 2008. See Item 15 (d) below. Symbian Limited is a component of the
Devices & Services reporting segment. The total assets and total net sales of Symbian Limited
represent approximately 2% and less than 1%, respectively, of our related consolidated financial
statement amounts as at and for the year ended December 31, 2008. Based on this evaluation,
management has assessed the effectiveness of Nokia’s internal control over financial reporting, as at
December 31, 2008, and concluded that such internal control over financial reporting is effective.
PricewaterhouseCoopers Oy, which has audited our consolidated financial statements for the year
ended December 31, 2008, has issued an attestation report on the effectiveness of the company’s
internal control over financial reporting under Auditing Standard No. 5 of the Public Company
Accounting Oversight Board (United States of America).
(c) Attestation Report of the Registered Public Accounting Firm. See the Auditors’ report on
page F1.
(d) Changes in Internal Control Over Financial Reporting. There were no changes in Nokia’s
internal control over financial reporting that occurred during the year ended December 31, 2008
that have materially affected, or are reasonably likely to materially affect, the Group’s internal control
over financial reporting during 2008. On December 2, 2008, Nokia completed the acquisition of
Symbian Limited.
ITEM 16A. AUDIT COMMITTEE FINANCIAL EXPERT
The Board of Directors has determined that the majority of the members of the Audit Committee,
including its Chairman, Georg Ehrnrooth, are “audit committee financial experts” as defined in
Item 16A of Form 20F. Mr. Ehrnrooth 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/board
,
under the heading “Company codes—Code of Ethics.
ITEM 16C. PRINCIPAL ACCOUNTANT FEES AND SERVICES
Auditor Fees and Services
PricewaterhouseCoopers Oy has served as our independent auditor for each of the fiscal years in the
threeyear period ended December 31, 2008. The independent auditor is elected annually by our
shareholders at the Annual General Meeting for the fiscal year in question. The Audit Committee of
the Board of Directors makes a proposal to the shareholders in respect of the appointment of the
auditor based upon its evaluation of the qualifications and independence of the auditor to be
proposed for election or reelection on an annual basis.
135