Committees of the Board of Directors

1. Audit Committee
2. Nomination Committee
3. Compensation Committee

The Audit Committee comprises at least two (2) members. The members of the Audit Committee must be independent Directors.

The Nomination Committee and Compensation Committee both comprise at least two (2) members. In addition, an external member representing major shareholders can be appointed to these committees.

The committee members and committee Chairmen are elected annually in the first Board meeting held after the Annual General Meeting. Based on the resolution made by the Board on 5 March 2007, the members of the Audit Committee are Heikki Lehtonen, Chairman, and Harri Piehl, both independent of the Company. Members of the Nomination Committee are Henrik Ehrnrooth, Chairman, Matti Lehti and Pekka Ala-Pietilä, and Georg Ehrnrooth as the external member. Members of the Compensation Committee are Heikki Lehtonen, Chairman, and Karen de Segundo.

The Board has approved Charters for the Committees.

According to its Charter, the Audit Committee shall assist the Board in its responsibilities concerning

• review of risk management procedures
• financial reporting process and integrity
• internal and external auditing, including the review of the independence, qualification and performance of both
• relationship with external auditors (contacts, scope of auditing, compensation, review of reports, and proposal for appointment and dissolution to be presented to the Annual General Meeting)

• review on an annual basis the composition of the Board and the performance of the Directors as a whole, and prepare and make proposals to the Annual General Meeting on the composition of the Board, taking into account also proposals for candidates made by the shareholders. In handling these matters, the Committee shall follow the guiding principles established by the Board for the qualifications and nomination of Directors
• evaluate and make recommendations to the Board in regard to

− appointment of the President and CEO of the Company and his/her Deputy
− succession plans for the President and CEO of the Company, his/her Deputy and other senior executives

• prepare and make proposals to the Annual General Meeting in regard to compensation of the Board members
• evaluate and make recommendations to the Board in regard to the following matters:

− compensation and other employment terms of the President and CEO of the Company and his/her Deputy
− principles for compensation and other employment terms of the Group's Executive Committee members, direct subordinates of the President and CEO and other senior executives
− Group level incentive programmes including option programmes

The committees prepare minutes of their meetings and report to the Board.

The Audit Committee convened six (6) times in 2007, the Nomination
Committee four (4) and the Compensation Committee six (6) times.