Nokia 2012 Annual Report Download - page 195

investigations and compliance programs. They also include fees billed for other audit services, which
are those services that only the independent auditor reasonably can provide, and include the provision
of comfort letters and consents in connection with statutory and regulatory filings and the review of
documents filed with the SEC and other capital markets or local financial reporting regulatory bodies.
(3) Tax fees include fees billed for (i) corporate and indirect compliance including preparation and/or
review of tax returns, preparation, review and/or filing of various certificates and forms and
consultation regarding tax returns and assistance with revenue authority queries; (ii) transfer
pricing advice and assistance with tax clearances; (iii) customs duties reviews and advice;
(iv) consultations and tax audits (assistance with technical tax queries and tax audits and appeals
and advice on mergers, acquisitions and restructurings); (v) personal compliance (preparation of
individual tax returns and registrations for employees (non-executives), assistance with applying
visa, residency, work permits and tax status for expatriates); and (vi) consultation and planning
(advice on stock-based remuneration, local employer tax laws, social security laws, employment
laws and compensation programs and tax implications on short-term international transfers).
(4) All Other Fees include fees billed for company establishment, forensic accounting, data security,
investigations and reviews of licensing arrangements with customers, other consulting services
and occasional training or reference materials and services.
Audit Committee Pre-Approval Policies and Procedures
The Audit Committee of our Board of Directors is responsible, among other matters, for the oversight of
the external auditor subject to the requirements of Finnish law. The Audit Committee has adopted a
policy regarding pre-approval of audit and permissible non-audit services provided by our independent
auditors (the “Policy”).
Under the Policy, proposed services either (i) may be pre-approved by the Audit Committee without
specific case-by-case services approvals (“general pre-approval”); or (ii) require the specific
pre-approval of the Audit Committee (“specific pre-approval”). The Audit Committee may delegate
either type of pre-approval authority to one or more of its members. The appendices to the Policy set
out the audit, audit-related, tax and other services that have received the general pre-approval of the
Audit Committee. All other audit, audit-related (including services related to internal controls and
significant M&A projects), tax and other services are subject to a specific pre-approval from the Audit
Committee. All service requests concerning generally pre-approved services will be submitted to the
Corporate Controller, who will determine whether the services are within the services generally pre-
approved. The Policy and its appendices are subject to annual review by the Audit Committee.
The Audit Committee establishes budgeted fee levels annually for each of the four categories of audit
and non-audit services that are pre-approved under the Policy, namely, audit, audit-related, tax and
other services. Requests or applications to provide services that require specific approval by the Audit
Committee are submitted to the Audit Committee by both the independent auditor and the Corporate
Controller. At each regular meeting of the Audit Committee, the independent auditor provides a report
in order for the Audit Committee to review the services that the auditor is providing, as well as the
status and cost of those services.
ITEM 16D. EXEMPTIONS FROM THE LISTING STANDARDS FOR AUDIT COMMITTEES
Not applicable.
ITEM 16E. PURCHASES OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATED
PURCHASERS
There were no purchases of Nokia shares or ADSs by Nokia Corporation or its affiliates during 2012.
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