Corporate Governance

Corporate Governance Report

Corporate Governance Framework

Corporate Governance Framework

In June 2024, NOK adopted a Company with an Audit and Supervisory Committee system. In a fast-changing business environment shaped by new technologies and shifting user needs, we must design and offer products and services with the customer in mind. To achieve this, we need efficient and agile business execution based on quick decisions. Furthermore, to better delineate the roles of oversight and execution, we have adopted a Company with an Audit and Supervisory Committee system. This allows the Board of Directors to focus solely on decision-making of key management policies and plans, and supervising business execution. We delegate some key business decisions to executive directors and further delegate authority for execution to executive officers. This ensures a clear separation of oversight and execution and allows for quick decision-making. Our Audit and Supervisory Committee, composed of a majority of external directors,oversees business execution from a neutral standpoint.This ensures a governance system that balances flexible business execution with effective monitoring. Our Audit and Supervisory Committee consists of five directors,including four external directors. A full-time Audit and Supervisory Committee member serves as the chair.
To enhance the objectivity and transparency of executive nominations and remuneration, and to address other key management issues, we established a Nomination and Remuneration Advisory Committee in June 2024. This committee serves as an advisory body to the Board of Directors. The Nomination and Remuneration Advisory Committee consists of a chair and a majority of independent external directors. It regularly reviews and advises on crucial matters such as executive nominations and compensation, providing appropriate guidance to the Board of Directors.

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