Governance

Board Committees

Remuneration committee

On 25 August 2021 the Board of Directors established a remuneration committee consisting of Helena Svancar (chairman of the committee) and Bing Gordon. The remuneration committee is primarily a preparatory body that prepares proposals for the Board of Directors. The work of the remuneration committee is conducted in accordance with the most recently adopted rules of procedure, adopted by the Board of Directors on 25 August 2021. The primary tasks of the remuneration committee are to prepare decisions by the Board of Directors on issues concerning remuneration policies, remuneration and other terms of employment for company management; to monitor and evaluate ongoing programmes for variable remuneration to company management and programmes that were adopted during the year; and to monitor and evaluate application of the guidelines for remuneration to senior executives decided on by the annual general meeting as well as existing remuneration structures and levels in the Company.

Audit committee

On 25 August 2021, the Board of Directors inaugurated an audit committee consisting of Annika Poutiainen (chairman of the committee) and Shailesh Lakhani. The audit committee is primarily a preparatory body that prepares proposals for the Board of Directors. The work of the audit committee is conducted in accordance with the rules of procedure adopted by the Board of Directors. Its primary tasks, without prejudice to the general duties and responsibilities of the Board of Directors, are to:

  • monitor the Company’s financial statements;
  • monitor the efficiency of the Company’s internal control and risk management with regard to the financial statements;
  • remain informed about the audit of the annual report and consolidated accounts;
  • inform the Board of Directors of the results of the audit and of the manner in which the audit contributed to the reliability of the financial statements as well as the functions the committee has had;
  • quality-assure the year-end reports and interim reports prior to decisions by the board of directors;
  • audit and monitor the auditor’s impartiality and independence and thereby noting in particular, whether the auditor provides the Company with services other than audit services. Approve the auditor’s advisory services;
  • assist in the preparation of proposals regarding auditors for resolution at general meetings; and
  • evaluate and approve the auditor’s audit plan regarding scope and areas of priority.