The Board of Directors decided on May 10, 2019 to establish an Audit Committee.
The Board elected the following members from among its members for the Committee: Pekka Tammela (Chair), Pekka Rönkä, and Ann-Christine Sundell. The members of the Audit Committee have sufficient expertise and experience with respect to the committee’s area of responsibility and the mandatory tasks relating to auditing.
In accordance with the Limited Liability Companies Act, the duties of the Audit Committee are to:
- monitor and assess the financing reporting system;
- monitor and assess the efficiency of internal control and auditing as well as of the risk management systems;
- monitor and assess how agreements and other legal acts between the Company and its related parties meet the requirements of the ordinary course of business and market terms;
- monitor and evaluate the independence of the auditor and, in particular, the offering of services other than auditing services by the auditor;
- monitor the Company’s auditing;
- prepare the appointment of the Company’s auditor.
In addition, the tasks of the Company Audit Committee include:
- monitoring the statutory auditing of the financial statements and consolidated financial statements as well as the reporting process and ensure their accuracy;
- supervising the financial reporting process;
- reviewing the effectiveness of Revenio Group Corporation's internal control and risk management systems, the Group's risks, and the quality and scope of risk management;
- approving the internal audit guidelines and reviewing the internal audit plans and reports;
- reviewing the description of the main features of the internal control and risk management systems in relation to the financial reporting process, which is included in the Company's Corporate Governance Statement;
- evaluating the independence and work of the statutory auditor and proposing a resolution on the election and fee of the auditor;
- evaluating compliance with laws, regulations, and company policies and monitoring significant litigations of Group companies;
- executing any other duties bestowed upon it by the Board.
The Audit Committee shall convene at least four times a year. Audit Committee meetings are convened by the Chair. The Group CFO may also act as secretary of the Committee meetings. Members of the Board of Directors and the President & CEO have the right to be present at Committee meetings. Committee meetings are quorate when the Chair and at least one member are present.
The Audit Committee shall draw up a meeting schedule for one year at a time, including the main topics to be discussed. Minutes are to be drawn up of Audit Committee meetings without delay and signed by the Chair and secretary. The Committee meeting minutes are to be distributed to all Board members. The Chair of the Audit Committee shall report separately to the Board on the key observations of the Committee at least four times a year.
The Audit Committee evaluates its own work once a year in the form of self-assessment. The Committee Chair reports the results to the Board of Directors.
The Audit Committee meets with the auditors, internal auditors, and other experts within the Company as necessary. The Audit Committee may use external experts as required.