Nokia 2012 Annual Report Download - page 193

12D.4 Depositary Payments for 2012
For the year ended December 31, 2012, our Depositary made the following payments on our behalf in
relation to our ADR program.
Category Payment (USD)
Settlement infrastructure fees (including the Depositary Trust Company fees) ......... 33572
Proxy process expenses (including printing, postage and distribution) ............... 563177
ADS holder identification expenses ............................................ 92947
Legal fees ................................................................ 2841
Total ..................................................................... 692537
In addition, for the year ended December 31, 2012, our Depositary has agreed to reimburse us USD 8
348 321 mainly for contributions towards our investor relations activities, including investor meetings
and conferences and fees of investor relations service vendors, and other miscellaneous expenses
related to the US listing of our ADSs.
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 President and Chief Executive Officer and our Executive
Vice President, Chief Financial Officer, after evaluating the effectiveness of our 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, have concluded that, as of such date, our disclosure controls and procedures were
effective.
(b) Management’s Annual Report on Internal Control Over Financial Reporting. Our management is
responsible for establishing and maintaining adequate internal control over financial reporting for the
company. Our internal control over financial reporting is designed to provide reasonable assurance to
our management and the Board of Directors regarding the reliability of financial reporting and the
preparation and fair presentation of published financial statements. Because of its inherent limitations,
internal control over financial reporting may not prevent or detect misstatements. Therefore, even
those systems determined to be effective can provide only reasonable assurances with respect to
financial statement preparation and presentation. Also, projections of any evaluation of effectiveness to
future periods are subject to the risk that controls may become 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. Based
on this evaluation, management has assessed the effectiveness of Nokia’s internal control over
financial reporting, as at December 31, 2012, 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, 2012, 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).
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