Nokia Strategic Audit Presented by


Appendix – Biographies of the Directors of Nokia



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Appendix – Biographies of the Directors of Nokia


Chairman JORMA OLLILA

Chairman of the Board of Directors, Nokia Corporation since 1999. Member since 1995.

Chairman of the Board of Directors of Royal Dutch Shell Plc.

Chairman and CEO, Chairman of the Group Executive Board of Nokia Corporation 1999-2006, President and CEO, Chairman of the Group Executive Board of Nokia Corporation 1992-1999, President of Nokia Mobile Phones 1990-1992, Senior Vice President, Finance of Nokia 1986-1989. Holder of various managerial positions at Citibank within corporate banking 1978-1985.
Member of the Board of Directors of Ford Motor Company, Vice Chairman of the Board of Directors of UPM-Kymmene Corporation, Vice Chairman of the Board of Directors of Otava Books and Magazines Group Ltd. Chairman of the Boards of Directors and the Supervisory Boards of Finnish Business and Policy Forum EVA and The Research Institute of the Finnish Economy ETLA. Chairman of The European Round Table of Industrialists.


Vice Chairman PAUL J. COLLINS

Vice Chairman of the Board of Directors, Nokia Corp since 2000. Board member since 1998.

Vice Chairman of Citigroup Inc. 1998-2000, Vice Chairman and member of the Board of Directors of Citicorp and Citibank N.A. 1988-2000. Holder of various executive positions at Citibank within investment management, investment banking, corporate planning as well as finance and administration 1961-1988.
Member of the Boards of Directors of BG Group and The Enstar Group, Inc. Member of the Supervisory Board of Actis Capital LLP.


GEORG EHRNROOTH, Board Member since 2000

Member of the Personnel Committee and the Audit Committee.

President and CEO of Metra Corporation 1991-2000, President and CEO of Lohja Corporation 1979-1991. Holder of various executive positions at Wärtsilä Corporation within production and management 1965-1979.
Chairman of the Board of Directors of Sampo plc. Vice Chairman of the Board of Directors of Rautaruukki Corporation, member of the Board of Directors of Oy Karl Fazer Ab and Sandvik AB (publ). Vice Chairman of the Boards of Directors of The Research Institute of the Finnish Economy ETLA and Finnish Business and Policy Forum EVA.


DANIEL R. HESSE, Board Member since 2005

Chairman and Chief Executive Officer EMBARQ Corporation

CEO of Sprint Communication, Local Telecommunications Division 2005-2006, Chairman, President and CEO of Terabeam 2000-2004, President and CEO of AT&T Wireless Services 1997-2000, Executive Vice President of AT&T 1997-2000. Various managerial positions in AT&T, 1977-1997.
Member of the Board of Directors of VF Corporation. Member of the National Board of Governors of the Boys & Girls Clubs of America.


DR. BENGT HOLMSTROM, Board Member since 1999

Paul A. Samuelson Professor of Economics at MIT, joint appointment at the MIT Sloan School of Management.

Member of the Board of Directors of Kuusakoski Oy. Member of the American Academy of Arts and Sciences and Foreign Member of The Royal Swedish Academy of Sciences.

PER KARLSSON, Board member since 2002

Independent Corporate Advisor

Executive Director, with mergers and acquisitions advisory responsibilities, at Enskilda M&A, Enskilda Securities (London) 1986-1992, Corporate strategy consultant at the Boston Consulting Group (London) 1979-1986.
Board member of IKANO Holdings S.A.


DAME MARJORIE SCARDINO, Board Member since 2001

Chief Executive and member of the Board of Directors of Pearson plc.

Chief Executive of The Economist Group 1993-1997, President of the North American Operations of The Economist Group 1985-1993, lawyer 1976-1985 and publisher of The Georgia Gazette newspaper 1978-1985.

KEIJO SUILA, Board Member since 2006

President and CEO of Finnair Oyj 1999-2005. Holder of various executive positions, including Vice Chairman and Executive Vice President, at Huhtamäki Oyj, Leaf Group and Leaf Europe during 1985-1998. Chairman of oneworld airline alliance 2003-2004 and member of various international aviation and air transportation associations 1999-2005.
Vice Chairman of the Board of Directors of Kesko Corporation, and Vice Chairman of the Supervisory Board of the Finnish Fair Corporation.


VESA VAINIO, Board Member since 1993

Chairman 1998-1999 and 2000-2002 and Vice Chairman 1999-2000 of the Board of Directors of Nordea AB (publ), Chairman of the Executive Board and CEO of Merita Bank Ltd and CEO of Merita Ltd 1992-1997. President of Kymmene Corporation 1991-1992. Holder of various other executive positions in Finnish industry 1972-1991.
Chairman of the Board of Directors of UPM-Kymmene Corporation.

Appendix – Committees of the Board of Directors


Audit Committee

The Audit Committee is established by the Board primarily for the purpose of overseeing the accounting and financial reporting processes of the company and audits of the financial statements of the company. The Committee is responsible for assisting the Board's oversight of (1) the quality and integrity of the company's financial statements and related disclosure, (2) the external auditor's qualifications and independence, (3) the performance of the external auditor subject to the requirements of Finnish law, (4) the performance of the company's internal controls and risk management and assurance function, and (5) the company's compliance with legal and regulatory requirements. The Committee also maintains procedures for the receipt, retention and treatment of complaints received by the company regarding accounting, internal controls, or auditing matters and for the confidential, anonymous submission by employees of the company of concerns regarding accounting or auditing matters.
Under Finnish law, our external auditor is elected by our shareholders at the Annual General Meeting. The Committee makes a recommendation to the shareholders in respect of the appointment of the external auditor based upon its evaluation of the qualifications and independence of the auditor to be proposed for election or re-election. The Committee meets at least four times per year based upon a schedule established at the first meeting following the appointment of the Committee. The Committee meets separately with the representatives of Nokia's management and the external auditor at least twice a year. The Audit Committee convened five times in 2005.


Personnel Committee

The primary purpose of the Personnel Committee is to oversee the personnel policies and practices of the company. It assists the Board in discharging its responsibilities relating to all compensation, including equity compensation, of the company's executives and the terms of employment of the same. The Committee has overall responsibility for evaluating, resolving and making recommendations to the Board regarding (1) compensation of the company's top executives and their employment conditions, (2) all equity based plans, (3) incentive compensation plans, policies and programs of the company affecting executives, and (4) other significant incentive plans. The Committee is responsible for ensuring the above compensation programs are performance based, properly motivate management, support overall corporate strategies and are aligned with shareholders' interests. The Committee is responsible for the review of senior management development and succession plans. The Personnel Committee convened three times in 2005.

Corporate Governance and Nomination Committee

The Corporate Governance and Nomination Committee's purpose is (1) to prepare the proposals for the general meetings in respect of the composition of the Board along with the director remuneration to be approved by the shareholders, and (2) to monitor issues and practices related to corporate governance and to propose necessary actions in respect thereof.
The Committee fulfills its responsibilities by (i) actively identifying individuals qualified to become members of the Board, (ii) recommending to the shareholders the director nominees for election at the Annual General Meetings, (iii) monitoring significant developments in the law and practice of corporate governance and of the duties and responsibilities of directors of public companies, (iv) assisting the Board and each committee of the Board in its annual performance self-evaluations, including establishing criteria to be used in connection with such evaluations, and (v) developing and recommending to the Board and administering the Corporate Governance Guidelines of the company. The Corporate Governance and Nomination Committee convened three times in 2005.


1 http://www.nokia.com/A4126318

2 http://press.nokia.com/PR/200411/967543_5.html

3 Hunger, David J. and Tomas L. Wheelen. Essentials of Strategic Management. 4th Ed. Prentice Hall, New Jersey. 2007

4 http://www.nokia.com/A4126319

5 http://www.businessweek.com/pdfs/2006/0617_top25.pdf


6 http://www.nokia.com/A4126368

7 www.icmr.icfai.org/casestudies/catalogue/Business%20Strategy/Nokia%20Strategy%20in%20India-excerpts.htm

8 http://www.nokia.com/A4126350

9 http://www.nokia.com/A4126335


10 http://www.nokia.com/link?cid=EDITORIAL_4151

11 http://www.nokia.com/A4140085

12 http://www.nokia.com/A4140069

13 http://www.nokia.com/A4252328

14 Deloitte World Tax Advisors website, January 20, 2007: http://www.deloitte.com/dtt/cda/doc/content/WTA0407.pdf

15 Nokia website, January 20, 2007,

http://www.nokia.com/NOKIA_COM_1/About_Nokia/Press/Press_Events/Nokia_Press_Conference_in_Q4_2005/nokia_equity_program.pdf



16 American.edu website, January 20, 2007,

http://www.american.edu/carmel/jk9488a/ITWork.htm



17 India Business website, January 20, 2007

http://timesofindia.indiatimes.com/articleshow/1106853.cms



18 Nokia.com website; January 20, 2007

http://timesofindia.indiatimes.com/articleshow/1106853.cms



19 Somo.nl website; January 20, 2007

http://www.somo.nl/html/paginas/pdf/High_Cost_of_Calling_nov_2006_EN.pdf



20 ibnlive.com, website, January 20, 2007,

http://www.ibnlive.com/news/cell-phone-users-are-not-a-loyal-lot/23329-7.html



21 SOMO website; January 20, 2007

http://www.somo.nl/html/paginas/pdf/High_Cost_of_Calling_nov_2006_EN.pdf



22nettlab.ttk website, January 20, 2007 http://www.netlab.tkk.fi/opetus/s383041/k06/Lectures/L8_Competition.pdf

23 Forbes.com website, January 20, 2007

http://www.forbes.com/2007/01/11/ces-apple-iphone-tech-media-cx_rr_0112ces-ceswrapup_slide_3.html?thisSpeed=7000


24 Cellular-news.com website, January 21st, 2007,

http://www.cellular-news.com/story/21282.php



25 Cellular-news.com website, January 20, 2007,

http://www.cellular-news.com/story/20594.php



26 James L. Bowdich and Anthony F. Buono, A Primer on Organizational Behavior, 6th ed. (New York: John Wiley and Sons, Inc., 2005), page 283.

27 “Nokia Plans New Corporate Structure”, http://telephonyonline.com/access/web/telecom_nokia_plans_new/

28 “Nokia N95”, http://www.cnet.com.au/mobilephones/phones/0,239025956,339271384-3,00.htm

29 http://www.answers.com/topic/nokia-corporation-adr

30 The Essence of Great Workplaces. Retrieved January 19, 2007 from the web site http://www.growtalent.com/gptw/no8.htm

31 “CEO Ollila says Nokia's 'sisu' will see it past tough times.” USA Today, July 20, 2004.

32 Nokia Corporate Responsibility Report 2005, http://www.nokia.com/link?cid=EDITORIAL_6106

33 Ibid

34 “Diversity Best Practices Member Companies,” http://www.diversitybestpractices.com/mem.html


35 Interbrand and BusinessWeek, “Best Global Brands 2006: A Ranking by Brand Value”, pp. 11-13

36 IDC Press Release, “Mobile Phone Shipments Continue Robust Growth in the Second Quarter, According to IDC; Will 2006 Be a Billion Unit Year?”, July 20, 2006

37 Nokia Annual Report 2006, p. 6, and Note 7, p. 21

38 Motorola Annual Report 2006, p. 44

39 Samsung Annual Report 2006, p. 70

40 Guillaume du Gardier, “Remember Marqui's Blogosphere program? Now Nokia is playing”, March 6, 2005. http://www.prthoughts.com/nokia_7710/index.html

41 “Case study of a marketing blog: Nokia's 7700”, Stephen Baker, BusinessWeek, April 29, 2005 http://www.businessweek.com/the_thread/blogspotting/archives/2005/04/case_study_of_a.html

42 “Nokia 'seeds' bloggers with free camera phones”, Financial Post, June 30, 2006 http://www.canada.com/topics/technology/news/gizmos/story.html?id=ffa571a8-1425-4bb6-8eb5-2c2db6b79c22&k=64977

43 darlamack.blogs.com – and seriously, search this woman’s name, or “Mobile Diva”, and you’ll find a lot of discussion around her blog.

44 http://www.youtube.com/watch?v=_3N3YuoIauk

45 http://nokianewyearseve.msn.com/


46 Based on data from Nokia and Motorola 2005 annual reports

47 Available in Nokia’s 2005 annual report or as an Excel spreadsheet at http://www.nokia.com/A4126496

48 Available in Nokia’s 2005 annual report or as an Excel spreadsheet at http://www.nokia.com/A4126496

49 Seattle Times technology reporter, Tricia Duryee: 206-464-3283 or tduryee@seattletimes.com.


50 http://en.wikipedia.org/wiki/Human_resources

51 “Organizations Participating in EHRF” http://www.ehrf.org/index.php

52 “Nokia Research Center”, http://www.vfandco.com/resources/PDFs/SamplePositionDescription.pdf

53 “Retaining Your Most Valuable Assets”, http://www.infoworld.com/articles/ca/xml/00/07/24/000724caretain.html


54 “Corporate Responsibility and Nokia’s Supply Chain”, http://www.nokia.com/NOKIA_COM_1/Corporate_Responsibility/Supply_chain/Supplier_requirements/Nokia_Supplier_06_www.pdf


55 “Arizona State University Simplifies Security with Nokia Solution.“ http://whitepapers.techrepublic.com.com/casestudy.aspx?docid=69236

56 “NSTL named Authorized Testing Lab for Nokia OK Program”, http://www.nstl.com/about_nstl/press_docs/nokiaok3.25.02.pdf


57 Hunger, David J. and Tomas L. Wheelen. Essentials of Strategic Management. 4th Ed. Prentice Hall, New Jersey. 2007

58 Wikipedia’s Nokia article. http://en.wikipedia.org/wiki/Nokia

59 2005 Nokia Annual Report, pg. 40 – Personnel Expenses.

60 Yahoo Finance Website, January 25, 2007,

http://biz.yahoo.com/seekingalpha/070119/24586_id.html?.v=1



61 PC World Website, January 25, 2007,

http://www.pcworld.com/printable/article/id,127380/printable.html







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