Nokia
in 2021
Nokia
in 2021
Overview
Business overview
Nokia in 2021
Letter from our President and CEO
Our strategy
Our history
Customer Experience
Business groups
Mobile Networks
Network Infrastructure
Cloud and Network Services
Nokia Technologies
Supply chain, sourcing and manufacturing
Corporate governance
Corporate governance statement
Compensation
Board review
Business description
Board’s review
Selected financial data
Operating and financial review
Sustainability and corporate responsibility
Shares and shareholders
Articles of Association
Risk factors
Significant subsequent events
Key ratios
Alternative performance measures
Financial statements
Consolidated financial statements
Notes to consolidated financial statements
Parent Company financial statements
Notes to the Parent Company financial statements
Signing of the Annual Accounts and the
Review of the Board of Directors 2021
Auditor’s report
Auditor’s ESEF assurance report
Other information
Forward-looking statements
Introduction and use of certain terms
Glossary
Investor information
Contact information
02
04
10
14
22
24
26
26
29
32
35
38
40
42
59
74
76
77
78
79
90
110
114
116
118
119
120
124
126
131
194
198
211
212
215
216
218
219
220
223
224
NOKIA IN 2021
01
, FP5 Business overview
Business
overview
Nokia in 2021
Letter from our President and CEO
Our strategy
Our history
Customer Experience
Business groups
Mobile Networks
Network Infrastructure
Cloud and Network Services
Nokia Technologies
Supply chain, sourcing and manufacturing
04
10
14
22
24
26
26
29
32
35
38
02
NOKIA IN 2021
NOKIA IN 2021
03
, FP5 Nokia in 2021
The platform
for our future
The Nokia platform guides
everything we do across
our global organization.
Its three elements shape
our ambition, our strategy
and our culture.
Our purpose
At Nokia, we create technology
that helps the world act together.
While lives may be getting longer, healthier and richer, the world is
facing fundamental challenges: pressure on the planet is increasing,
productivity is stalling and access to opportunity remains stubbornly
unequal. Technology is central to the solution.
With our customers, we create the critical networks that bring
together the world’s people, machines and devices, sensing
and acting in real time.
■ Responding to climate change through more efficient use and
re-use of the world’s resources
■ Restoring productivity growth by bringing digital to the physical
industries it has not yet reached
■ Providing more inclusive access globally to work, healthcare,
markets and education
■ Meaningful interactions, to drive human progress
Our commitment
We deliver critical networks
through technology leadership
and trusted partnerships.
Four strategic commitments define our role in an evolving market:
■ We are a trusted partner for critical networks
■ We focus on technology leadership in each of our businesses
■ We capture the value shift to cloud and new business models
■ We create value with long-term research and intellectual property
Essentials
Our guiding principles for the
ways of working with and for
Nokia are being open, fearless
and empowered.
We are continuously working to create a company culture
that is inclusive and our essentials lay the foundation of our
cultural renewal that is required to deliver our purpose, our
strategic commitment and to better serve our customers.
Our essentials reflect what we all want to experience.
■ Open – in mindset, to opportunity, through/with transparency
■ Fearless – bringing authenticity, sharing ideas and opinions,
embracing collaboration
■ Empowered – to make decisions, to act with clear accountability
04
NOKIA IN 2021
NOKIA IN 2021
05
Read more on page 18.
Read more on page 104.
Business overview
Nokia in 2021
Helping the world
act together
At Nokia, we create technology that helps the
world act together.
We have a responsibility to enable digitalization.
We partner with our customers so our technology
can help meet some of the most pressing
challenges the world faces such as climate change,
the digital divide and stalling productivity growth.
Today, the vast majority of the world’s
economy has not yet been digitalized,
leaving a lot of potential. Our products
and services can radically accelerate the
digitalization process, making operations
safer, more connected and more efficient.
In 2021, we significantly reduced the carbon
footprint of our products, which in turn
reduces the ecological impact of our
customers. Driving the acceleration of
digitalization is critical for making industries
more sustainable, offers significant business
opportunities and is key to addressing our
global challenges.
Through technology leadership and trusted
partnerships we are making a difference in
the world.
Financial highlights
For the year ended 31 December,
Continuing operations
Net sales
Gross profit
Gross margin
Operating profit
Operating margin
Profit/(loss) for the year
Earnings per share, diluted
Proposed dividend per share(1)
As of 31 December
Net cash and current financial investments
2021
EURm
22 202
8 834
39.8%
2 158
9.7%
1 654
EUR
0.29
0.08
2020
EURm
21 852
8 193
37.5%
885
4.0%
(2 513)
EUR
(0.45)
0.00
2019
EURm
23 315
8 264
35.4%
485
2.1%
18
EUR
0.00
0.00
2021
EURm
4 615
2020
EURm
2 485
2019
EURm
1 730
Shareholder distributions
Dividend per share proposed in respect
of 2021(1)
EUR 0.08
Share buyback program to return up to
EUR 600m
over 2 years
(1) The Board of Directors proposes to the Annual General Meeting to be authorized to decide in its discretion on the distribution of an aggregate maximum of EUR 0.08 per share as dividend
Global reach
Our technology solutions enable critical
networks for communications service
providers (CSPs), enterprise verticals and
hyperscalers around the world.
Net sales in 2021
EUR 22.2bn
Countries of operation
~130
Average number of employees in 2021
~87 900
Strengthening our
technology leadership
R&D investment over the past
two decades
EUR 130bn+
Patent families declared as essential to 5G
4 000+
Nobel Prizes awarded for ground-breaking
achievements in global innovation
9
and/or equity repayment.
06
Regional split of employees and net sales
North America
11 000
EUR 7 280m
Europe
37 700
EUR 6 635m
Greater China
12 200
EUR 1 545m
Middle East & Africa
3 200
EUR 1 915m
Latin America
3 200
EUR 1 226m
India
16 000
EUR 1 039m
Asia Pacific
4 600
EUR 2 562m
Ethical business
In February 2021, we were named for the
fourth consecutive year (2018-2021),
and the fifth time overall, as one of
the World’s Most Ethical Companies
by Ethisphere.
Read more about our sustainability and
corporate responsibility work on page 90.
We announced our
target to use 100%
renewable electricity
by 2025.
* “World’s Most Ethical Companies” and “Ethisphere” names
and marks are registered trademarks of Ethisphere LLC.
NOKIA IN 2021
NOKIA IN 2021
07
Business overview
Nokia in 2021
Our business groups
Nokia’s renewed operating model is designed to enable the delivery of our
strategic ambitions, with a lean corporate center enabling fully accountable
business groups. Nokia has four business groups with each business group
aiming to become a technology and market leader in their respective sector.
Mobile Networks
Network Infrastructure
Cloud and Network Services
Nokia Technologies
Mobile Networks provides products and services for radio access
networks covering technologies from 2G to 5G, and microwave
radio links for transport networks.
Network Infrastructure provides fiber, copper, fixed wireless
access technologies, IP routing, data center, subsea and terrestrial
optical networks – along with related services – to customers
including communications service providers, webscales
(including hyperscalers), digital industries and governments.
Cloud and Network Services enables CSPs and enterprises to
deploy and monetize 5G, cloud-native software and as-a-Service
delivery models.
Nokia Technologies is responsible for managing Nokia’s
patent portfolio and monetizing Nokia’s intellectual property
including patents, technologies and the Nokia brand.
Segment net sales
(EURm)
Segment net sales
(EURm)
-7%
+14%
+0%
+7%
11 327
11398
10 398
9 717
7674
6 903
6 736
7 674
3 327
3327
3 087
3 089
1 487
1502
1 402
1 502
0
2019
2020
2021
0
2019
2020
2021
0
2019
2020
2021
0
2019
2020
2021
Segment operating
margin (%)
+0 bps
7.9%
7.9%
7.9
0.0
+340 bps
10.2%
10.2
8.1%
6.8%
Segment operating
margin (%)
4.1%
+760 bps
5.4%
-120 bps
80.7% 80.1% 78.9%
80.7
3.4%
2019
2020
2021
0.0
2019
2020
2021
(2.2)%
2019
2020
2021
0.0
2019
2020
2021
Read more on page 26.
Read more on page 29.
Read more on page 32.
Read more on page 35.
08
NOKIA IN 2021
NOKIA IN 2021
09
Business overview Letter from our President and CEO
Letter from our
President and CEO
Press reset
2021 was a transformational year for Nokia.
This was the year we hit the reset button. We
restarted with a whole new operating model,
purpose, strategic commitments and
cultural essentials.
At our Capital Markets Day in March, we
launched a three-phase plan to reset,
accelerate and scale our business to help us
deliver on our commitments and return to
sustainable, profitable growth.
The reset phase began with shifting our focus
from an end-to-end approach to four fully
accountable business groups, which aim for
technology leadership in all the markets we
compete in. We put in place a simplified
operating model, led by a slimmed-down
leadership team, with clear responsibilities
and ownership of their respective areas.
We refocused our cost base and stepped up
our investments in key areas like 5G to
strengthen our technology leadership.
We adopted a new purpose: At Nokia, we
create technology that helps the world act
together. And we started the process of
renewing our company culture around three
essentials: Open, fearless and empowered.
I am pleased to say we made faster than
expected progress against our plan this year,
achieving improved competitiveness and
strengthened technology leadership.
Strong financial and strategic
performance
The changes put in place enabled us to deliver
a strong financial performance in 2021 with
improvements in net sales, gross and
operating margins. And the continued strong
cash generation and balance sheet put us
in a position to look to reinstate shareholder
distributions through both a dividend and
a share buyback.
All our business groups made significant
progress in 2021 to make us more
competitive in all the markets in which we
compete. Mobile Networks largely closed the
gap with competition in 5G and improved its
gross margin while continuing to step up R&D
investments. Network Infrastructure extended
its technology leadership and saw significant
growth driven by Fixed Networks and
Submarine Networks. Cloud and Network
Services took good steps to rebalance its
portfolio and we saw encouraging growth
in its key focus areas. Nokia Technologies
delivered a strong performance and made
good progress expanding in areas such as
automotive and consumer electronics.
“ This was the year we hit the reset button. We restarted
with a whole new operating model, purpose, strategic
commitments and cultural essentials. Our new purpose
reflects both our current role and our ambition for the
future: At Nokia, we create technology that helps the
world act together. Considering the pace of our delivery
in 2021, we have created an excellent foundation to
move to the “accelerate” phase of our strategy to
deliver further growth and extend profitability.”
Pekka Lundmark, President and CEO
10
NOKIA IN 2021
NOKIA IN 2021
11
Business overview Letter from our President and CEO
continued
Technology leadership
There were several high-profile and
industry-leading product launches this year
as we ramped up our efforts to strengthen
our technology leadership across all our
four business groups.
Mobile Networks launched our new AirScale
5G portfolio, powered by our advanced
ReefShark System-on-Chip technology,
giving our customers enhanced capacity
and connectivity while offering greater
energy efficiency and ease of deployment.
We made good progress against all our KPIs,
including increasing the proportion of
our 5G shipments that are “5G Powered by
ReefShark” to 76% of all our 5G shipments in
December. This put us on track to achieve our
target of 100% of all 5G product shipments by
the end of 2022. We also opened a new Open
RAN testing and collaboration center in the
US, and announced partnerships with most
of the biggest hyperscalers for cloud-based
5G radio solutions.
Network Infrastructure strengthened Nokia’s
leadership in IP routing and silicon innovation
with the launch of FP5, the industry’s most
advanced processor for service provider
IP networks. We also continued to drive the
market in fiber and 5G fixed wireless access,
and in Optical Networks we started deploying
our market-leading PSE-V coherent chipset to
give customers increased performance and
cost efficiency. Our Submarine Networks
business remains the market leader and
is driving innovation in technology and
customer solutions.
Cloud and Network Services strengthened
our competitive advantage in private wireless
with the launch of MX Industrial Edge, a new
solution category that will enable on-premises
processing of a host of Industry 4.0 applications
and help customers accelerate their
digitalization plans. We also launched our first
Software-as-a-Service products for our
communications service provider customers,
giving them more flexibility and ways to
capture revenue.
Nokia Technologies achieved the important
milestone of 4 000 patent families declared as
essential for 5G standards. We filed more than
1 500 patent applications, demonstrating our
strength and commitment to innovation, and
became one of the first companies to receive
ISO 9001 certification for our high-quality
patent portfolio management.
Additionally, our new Strategy and Technology
function launched the Nokia Technology
Vision 2030 setting out the opportunities we
expect to see from trends such as human
augmentation and digital-physical fusion as
we move from 5G to 5G-Advanced and then
6G by the end of this decade.
Technology is central to solving
the biggest global challenges
of our time
The stronger our technology the bigger
the role we can play as enablers of the
green transition. Digitalization can
improve productivity, energy efficiency
and waste management across industries.
“ There’s no green without digital.
Nokia wants to lead the way on the
global stage in making the case for
digitalization as central to the
climate challenge.”
50-75%
Our latest AirScale and FP5 products can
improve energy efficiency by 50-75%
compared to previous generations
100%
of the electricity to power our offices,
R&D labs and factories will come from
renewable sources by 2025
In Oulu, Finland our controlled environment
enables multiple 5G customer use cases and
configurations to be tested at the same time.
The vast majority of the world’s economy
has not yet been digitalized, leaving a lot of
potential. As we said at the COP26 climate
summit in November: “There’s no green
without digital.” Nokia wants to lead the way
on the global stage in making the case for
digitalization as central to addressing the
climate challenge.
We are committed to reducing emissions by
50% across both our own operations and
products in use (so-called Scope 3) between
2019 and 2030. Our new recalibrated
science-based targets fulfill our commitment
to align with a 1.5°C global warming scenario.
And in 2021, Nokia also announced a new
target to purchase 100% of our electricity
from renewable sources by 2025 to power
our offices, R&D labs and factories. We also
became a founding member of the World
Economic Forum’s First Movers Coalition,
which targets greater uptake of zero-emissions
products and services by 2030.
We clearly demonstrated that sustainability is
core to our business and embedded into the
design, delivery and life cycle of our products
and services. For instance, our latest AirScale
and FP5 products can improve energy
efficiency by 50-75% compared to previous
generations. Improving performance and
energy efficiency is a win-win financially and
environmentally and a major driver for our
business as customers increasingly prioritize
sustainability when deciding on their partners.
We also take seriously the role of connectivity
in building a fairer and more inclusive world.
We aim to connect the unconnected and
support digital skills to close the digital divide,
providing equal access to opportunity. Our
ambition is to provide critical networks that
enable digital access to healthcare, education,
employment, social services, businesses and
markets. One concrete example in 2021 was
connecting almost 100 schools across Kenya
to enable digital learning.
I am also proud that, for the fourth time in a
row, we were recognized as one of the World’s
Most Ethical companies by the Ethisphere
Institute.
Looking ahead
Overall, 2021 was a transformational year
for Nokia and one that created an excellent
foundation for us to move into the “accelerate”
phase of our strategy to deliver growth and
expand profitability.
I am enormously grateful to the entire Nokia
team for helping us to successfully reset our
business this year and making sure we fulfilled
our company purpose to create technology
that helps the world act together.
Pekka Lundmark
President and CEO
12
NOKIA IN 2021
NOKIA IN 2021
13
Business overview
Our strategy
Our customers
and market view
We target three customer segments with our hardware, software
and services portfolio: Communications service providers,
enterprise verticals and hyperscalers.
Networks play an increasingly important role
in the economy and throughout society to
enable mission-critical functions for both
consumers and businesses. This allows
Nokia to expand its market opportunities
for delivering critical networks.
Critical networks combine carrier-grade
resilience, reliability and security with
webscale flexibility and elasticity. They are
already in use today across industries like
precision manufacturing, remote surgery, and
high-frequency trading. As we move ahead in
an era of digitalization, critical networks will
gain much more importance and reliability
requirements will increase significantly.
We target three customer segments
with our hardware, software and services
portfolio: Communications service providers,
enterprise verticals and hyperscalers.
Additionally, we focus on licensees in selected
industries that benefit from the value of our
innovations, primarily in the mobile devices,
automotive, consumer electronics and
emerging IoT industries.
In this section, we outline the trends that
we see in each of our customer segments.
Our analysis of the market evolution and
customer trends informs our strategy.
1
Communications service
providers (CSPs)
The CSPs estimated total
addressable market (TAM) grew
by 4% to EUR 98 billion from
2020 to 2021.
A communications service provider offers
telecommunications services like voice and/or
data services through fixed and/or mobile
connectivity to consumers, enterprises,
governments and other communications
service providers. The CSPs estimated total
addressable market grew by 4% to EUR 98
billion from 2020 to 2021. We expect it to
grow only moderately at 1% compound
annual growth rate (CAGR) 2021-26. We
project the total radio access network (RAN)
market outside China to continue solid growth
during the same period. The market growth is
driven by strong 5G RAN demand, partially
offset by declining investments in 2G/3G and
LTE. IP routing and optical networks for CSPs
are expected to grow slightly above, or at the
rate of, the overall CSP market. CSP investment
in higher-speed access technologies (fiber
and fixed wireless access) continues to drive
investment in IP and optical layers to handle
the increasing demand. The 5G cycle will also
yield growth in software, namely in 5G Core
and in all software segments supporting 5G
operations and monetization.
CSPs have kept their capital expenditure
intensity flat, but increased their earnings
before interest, taxes, depreciation and
amortization (EBITDA) by automation,
digitalization, shift in channel mix, outsourcing
and asset sales. We expect them to remain
focused on the monetization of their
connectivity strengths and on cost
optimization. CSPs continue to assess their
deployment architecture, asset structure,
operating model and vendor relationships.
They are also considering the divestments
of passive infrastructure and the transition
to network sharing models. In areas in
which the network is built for coverage
this might reduce the demand for network
vendor equipment.
CSPs nurture a more diverse supplier
ecosystem based on open architectures.
Their aim is to broaden their supplier options
and increase competition to strengthen
their pricing power towards the network
vendors. We have seen the first examples
of CSPs relying on hyperscalers to lead the
transition to a cloud-based operational and
business model. This introduces new players
and increases competition for established
network vendors. Lastly, geopolitics and
environmental, social and governance (ESG)
criteria influence investment decisions.
Security and sovereignty have become
important factors in the vendor landscape.
Government-funded broadband initiatives
influence the investments of CSPs, for
example in rural areas and support the
emergence of neutral hosts. ESG factors
drive green energy use, energy consumption
reduction plans and circular economy
approaches and shift the criteria for
vendor selection as a result.
“ Enterprise
estimated TAM
grew by 9% to
EUR 16 billion from
2020 to 2021.”
Enterprise
Enterprise estimated TAM grew
by 9% to EUR 16 billion from
2020 to 2021.
Enterprise TAM includes fast-growing
enterprise verticals and more mature
hyperscaler markets. Enterprise estimated
TAM grew by 9% to EUR 16 billion from
2020 to 2021. We forecast this market
to grow strongly at 9% CAGR until 2026.
2 Enterprise verticals
An enterprise vertical represents a grouping
of companies by an industry (like energy or
transportation) that offers products and
services that meet specific needs of that
industry. Within the enterprise verticals
segments, we primarily focus on
transportation, energy, manufacturing,
logistics and the public sector. We project that
growth will be mainly driven by private wireless
networks in manufacturing and logistics as
well as energy. We estimate IP routing and
optical networks will grow moderately.
The digitalization and automation of
operations across verticals accelerates
demand for critical networks. In manufacturing
and logistics, the transition to software-centric
operations and the adoption of industrial
clouds and operational technology (OT) edge
will further increase efficiency. Private wireless
networks and mission-critical industrial
edge applications are key enablers. In the
energy sector, networks allow for demand
management and grid automation.
In transportation, vehicle automation
and the automation of ports and hub
operations will further increase efficiency.
3 Hyperscalers
Hyperscaler refers to companies like Alphabet
(Google), Amazon (Amazon Web Services),
Microsoft and Meta Platforms (Facebook)
that provide cloud solutions at a global scale,
leveraging massive connected data centers.
Our TAM for hyperscalers consists of optical
networks and IP routing. Within optical
networks, we foresee that data center
interconnect (DCI) technology will be a
strong driver.
Hyperscalers are not only a customer segment
for Nokia. They also assume an increasingly
important role in the telecommunication
domain and will become ecosystem partners
and potential competitors. Hyperscalers
target edge computing as the next growth
engine for industrial automation workloads
and low-latency applications. They partner
with CSPs to co-locate edge stacks
on-premise and at metro sites. Furthermore,
they aim to run telco network workloads on
their cloud infrastructure. Hyperscalers
engage in the transformation of network
operations with collaboration models and
services for 5G cloud deployments.
CSPs
Verticals
Hyperscalers
Focus on connectivity
strengths
and cost optimization
Favoring cloud strengths
in vendor and partner ecosystem
Network monetization
targeting enterprise and edge
use cases
ESG
energy consumption reduction plans,
circular economy approaches
Digitalization and
automation
of operations in industrial segments
Transition to
software-centric
operations and adoption of industrial
clouds and OT edge
Energy and manufacturing
as early adopters of private wireless
and automation solutions
Federal, state government
and cities network modernization
acceleration
Edge computing
as growth engine – industrial automation
workloads across on-premise, edge,
public cloud
Partnering with CSPs
to co-locate edge stacks and building
an ecosystem for low-latency apps
Targeting telco and network
workloads to run on their cloud
infrastructure
Collaborating with CSPs
in the transformation of network
operations
14
NOKIA IN 2021
NOKIA IN 2021
15
Business overview Our strategy
continued
Industry trends
Shaping the future of critical networks
We have identified 10 trends that will shape the future of
critical networks and influence the distribution of value and the
future competitive landscape within the industry ecosystems.
1 Open architectures and Open RAN
4 Edge cloud
7 Coherent routing
9 Non-terrestrial networks
We see increased activities towards open network architectures,
most notably Open RAN (radio access network) with the O-RAN
alliance. Open RAN aims at splitting a base transceiver station (BTS)
into its subcomponents with open interfaces and introduces a new
network function, RAN Intelligent Controller. The subcomponents can
then be provided by different suppliers. CSPs currently experiment
with the objective to build and nurture the open ecosystem and
diversify their supplier base.
To advance digitalization and automation, there is demand for
specific workloads to move from the central cloud to be closer to the
application due to the required low latency. The on-premise enterprise
edge is best suited to serve privacy-oriented, mission-critical use
cases. The remaining low latency use cases can be served at the
Wide Area Network (WAN) termination site.
Pluggable coherent 400G optics, optimized line systems and network
automation will enable the next generation of IP/Optical network
evolution primarily for point-to-point router connections (DCI).
Aggregation and backbone networks will leverage reconfigurable
optical add-drop multiplexer (ROADM)-optimized IP topologies to
optimize for performance and cost.
Non-terrestrial networks are under disruption from technology-driven
performance and cost improvements and the emergence of the Low
Earth Orbit (LEO) deployment model. We expect the non-terrestrial
networks to be mainly complementary to terrestrial networks in terms
of coverage in low population density areas.
5 Hybrid cloud
8 Infrastructure sharing
2 Cloud RAN
Cloud RAN refers to all or some of the baseband functions being run
on a commercial-off-the-shelf (COTS) computing platform rather
than purpose-built hardware. The objective is to benefit from cloud
computing efficiencies and the pooling of resources. Its adoption
will be dependent on the cost-efficiency of COTS platforms,
fiber build-out and the availability of hosting data centers.
Hybrid cloud is emerging as a strong enabler for accelerating digital
transformation. Enterprises adopting hybrid cloud models benefit
from public cloud (multi-cloud) services, augmented by traditional
IT systems and privacy-oriented private clouds. In this context,
enterprises or CSPs as their WAN providers have brought the
large cloud providers (Amazon Web Services, Microsoft Azure,
Google Cloud Platform) in their WAN.
3 Private wireless networks
Large industrials are enhancing their operational technology networks
with the target of connecting their infrastructure and devices, often
in a wireless manner. This enables the collection and aggregation of
operational data, which in turn is used to improve overall productivity.
We currently see players in enterprise verticals building their own
private 4G/5G networks complementing their wi-fi and fixed networks
and expect this trend to continue.
6 As-a-Service delivery and business models
With as-a-Service (aaS) business models predominant for software
applications in enterprise, CSPs have started migrating their IT apps
to public clouds and consuming them aaS. This development is also
increasing in network software. For network functions like 5G Core,
CSPs will likely use a phased approach with software migrating to
a cloud deployment model (hybrid) first, before transitioning to
an aaS business model. We expect that in the mid- to long-term,
most network software and network functions will be consumed
in an aaS model.
CSPs are seeking to optimize their cost and asset structure, which
leads to network sharing initiatives and spin-offs. The emergence
of neutral hosts is supported by government broadband initiatives
and capital from infrastructure funds. The neutral host model will
take different forms depending on the market context. We expect
predominantly passive infrastructure sharing with some expansion
into active fiber and metro edge compute across the mid-term
time frame.
10 System-on-a-Chip (SoC)
SoCs provide a source of competitive differentiation on performance,
cost and power. Industry and use case specific workloads leverage
custom SoCs that provide the required performance at optimal total
cost of ownership. Software applications will be redesigned to take
advantage of hybrid SoC-based and commoditized x86-based
platforms. We expect the build-out of the edge and the migration
of workloads to hybrid cloud architecture to influence the timing
of bespoke SoC utilization. The industry perspective changes
from x86 for all workloads towards use case driven bespoke processor
and accelerators.
16
NOKIA IN 2021
NOKIA IN 2021
17
Business overview Our strategy
continued
Our strategic
commitments
Our main strategic commitment is to deliver critical networks
through technology leadership and trusted partnerships.
Building on this, four strategic commitments define the focus
of our strategy in an evolving market.
In March 2021, we concluded a strategic review which resulted in four strategic commitments, announced as part of our
Nokia platform. While our purpose describes the “why” and our cultural essentials the “how” of what we do, the strategic
commitment establishes the “what.” Our main strategic commitment is to deliver critical networks through technology
leadership and trusted partnerships. Building on this, our four strategic commitments define our focus in an evolving market,
help us strengthen our position to secure opportunities in technology disruptions and hedge against potential risks.
We are a trusted
partner for critical
networks
Our customers build the critical networks that provide
essential services for the economy and throughout society.
Critical networks have the combined traits from CSP and
hyperscaler networks. Like CSP networks, critical networks
deliver “carrier-grade” performance, high availability and
resilience. Like hyperscaler networks, they are intelligent,
autonomous, flexible and agile enough to serve customers
on demand. To be their trusted partner, our understanding
of the needs of CSPs, enterprises and hyperscalers in an
evolving market is essential. Value creation opportunities
come from a deep, trusted partnership with our customers:
for CSPs, for enterprise verticals and for hyperscalers.
We focus on technology
leadership in each of
our businesses
Cost and performance remain the top priorities for our
customers. CSPs, in particular, have not experienced strong
top-line growth in recent years but still need to continuously
invest in their networks. Our customers build their critical
networks based upon a best-of-breed approach. Network
elements are selected on a best performance per total cost
of ownership basis. We see this trend becoming more
important as networks become more open and cloudified.
In our highly competitive industry, technology leadership is
also required to underpin momentum and financial returns.
It is the key to regain some pricing power, drive market share
and improve profitability. Competitive dynamics in the CSP
industry strongly favor the top two vendors. Almost all CSPs
dual source, giving vendors no pricing power unless they offer
some technology advantage. In a market with a small number
of vendors, technology leadership is the main lever to grow
organically. In addition, technology leadership increases
the scale of the business and consequently improves the
operating leverage in a business with high fixed costs.
In our industry, only the top one or two players create value
and earn returns above their cost of capital. Therefore, each
of our businesses is focused on technology leadership, and
we will reconsider our segment participation in the domains
in which we do not have technology leadership and do not see
a credible path to achieve it.
We capture the value
shift to cloud and new
business models
We create value with
long-term research and
intellectual property
We see networks evolving to further optimize performance
to cost and increase flexibility. Value in critical networks will
migrate away from monolithic systems towards silicon,
software and service and will be captured through different
business models like as-a-Service (aaS), for example.
This development will allow networks to be consumed more
flexibly and tailored towards new use cases that combine
the capabilities of different players.
We have positioned our business to capture growth
opportunities by investing in Open RAN (radio access
networks) and cloudification. We work closely with the
main hyperscalers to bring cloud computing benefits to
mobile networks. We rebalance our investments to build and
strengthen a winning proposition in a cloud-native software
suite in the domains of 5G Core, analytics and artificial
intelligence, mission-critical industrial edge and private
wireless, digital operations, monetization and security.
We target to transform our software business into an aaS
business and delivery model.
Sustainable technology leadership requires us to anticipate,
shape and invest in the next technology wave. Our innovations,
research assets and intellectual property provide both the
technology and the financial platform to enable us to take
the long-term view and deliver sustainable success.
While our business groups focus on near- to mid-term
innovation, Nokia Bell Labs, our world-renowned industrial
research arm, is focused on a farther time horizon in its
ambition to anticipate and shape longer-term technology
cycles and inflection points. To that end, we are deeply
engaged in leading and influencing standards and developing
new standard essential patents (SEPs). Standards work is
important for us to shape technology cycles. This gives us
the ability to take a longer-term perspective and to invest
in further technology leadership for the future.
18
NOKIA IN 2021
NOKIA IN 2021
19
Business overview Our strategy
continued
Our path to continued
technology leadership
Our Technology
Vision 2030
As one of the industry’s leading investors in communication
technology research and development (R&D), we drive innovation
across a comprehensive portfolio of network equipment, software,
services and licensing opportunities.
Going into 2030, we believe that two of the most impactful drivers
that will dominate network traffic and shape the evolution of networks
will be human augmentation and digital-physical fusion.
Nokia’s world-leading research
and development
We have a global network of R&D centers,
each with technology and competence
specialties and ecosystems. Most of our R&D
is conducted in the business group structures
and is further elaborated upon in the business
group section of this report.
Nokia Bell Labs and long-term
technology leadership
Nokia Bell Labs continues its long-standing
tradition of disruptive innovation in the
fundamental technologies that underpin
communications networks and systems,
helping us to further secure our technology
leadership. A key part of its charter is to also
explore concepts that generate growth
opportunities in adjacent and emerging
markets. To address this dual mission, Nokia
Bell Labs streamlined its structure in 2021,
forming two organizations under the Nokia
Bell Labs umbrella:
■ Bell Labs Core Research: focuses on
creating game-changing innovations that
define the future of networks. It also
explores key technologies to prepare
our businesses for the 6G era on a
ten-year horizon.
■ Bell Labs Solutions Research: focuses on
creating new value chains. It identifies
opportunities beyond our current product
and solutions portfolio and explores new
market spaces and technology licensing
possibilities.
Nokia has pioneered many of the foundational
technologies of the 5G era and our research
is already now focusing on the future beyond
5G so that we are firmly positioned to
continue our leading role. 5G-Advanced is
a key stepping stone to the 6G era and will
develop 5G to its fullest capabilities, providing
an improved experience for humans and
machines, as well as extensions for new use
cases and functionalities. Nokia is investing
to lead in 5G-Advanced networks that are
anticipated to begin appearing in 2025.
We are also already actively preparing for
leadership in 6G. Hexa-X, the European
Commission’s flagship 6G initiative for
research into the next generation of wireless
networks, began in January 2021 with Nokia
as project lead and working closely with a
strong consortium of European partners.
In 2021, we analyzed the direction and drivers
of technological change in a company-wide
exercise that resulted in our Technology
Vision 2030.
We expect that new human augmentation
technologies, like extended reality (XR),
as well as digital-physical fusion technologies,
like digital twins, will drive network traffic
and future developments in connectivity
as we enter this new era of unprecedented
immersiveness and industrial digitalization.
This will create a next level of expectations for
networks – on performance, reliability, ubiquity,
security, openness and sustainability – with
completely new pressures to match the agility
of the cloud as emerging use cases focus on
aaS models and performance-sensitive
applications at the edge.
As we move from the 5G era towards
5G-Advanced and onwards to the 6G era,
the communications fabric will need to be
architected differently. Examples of this
network evolution will include extreme
performance specialized networks for
lowest latency and highest reliability,
a multi-layered network of networks
to meet the new requirements of emerging
applications, and with network aaS, the
enabling of networks to be consumed like
cloud services.
With a focused corporate and technology
strategy, we believe we are strongly positioned
to lead this evolution.
Innovation leadership
Spearheaded by Nokia Bell Labs
EUR 130bn+
invested in cutting-edge
R&D since 2000
EUR 4bn+
invested in R&D across
Nokia during 2021
Standards leadership
Ecosystem leadership through standardization.
Nokia holds key positions across all major
standardization and industry groups
4 000+
patent families declared as
essential to 5G standards
6G
leadership in Hexa-X
project and beyond
Patent leadership
Constant renewal of industry-leading portfolio
~20 000
patent families with the
vast majority still in force
in ten years’ time
1 500+
patents filed for new
inventions in 2021
20
NOKIA IN 2021
NOKIA IN 2021
21
Business overview Our history
Our history
Nokia has been adapting to the needs of an
ever-changing world for over 155 years.
1865
Founded as a
single paper
mill operation
1960s
Nokia becomes a
conglomerate comprising
rubber, cable, forestry,
electronics and
power-generation
businesses
2007
Entered a joint venture with
Siemens, combining mobile
and fixed-line phone network
equipment businesses and
creating Nokia Siemens
Networks (NSN)
2011
Entered a strategic
partnership with
Microsoft to address
increasing competition
from iOS and Android
operating systems
Acquired the wireless
network equipment
division of Motorola
2013
Purchased Siemens’
stake in NSN
2014
Sold Devices and
Services business
to Microsoft
2016
Acquired Alcatel-Lucent,
including Bell Labs,
creating an innovation
leader in next-generation
technology and services
2017
Created Nokia
Shanghai Bell, a joint
venture between
Nokia and China
Huaxin, integrating
Alcatel-Lucent
Shanghai Bell Co. Ltd
and Nokia China
2017-2021
Additional acquisitions enhancing our
technology leadership such as:
Deepfield, the US-based leader in real-time
analytics for IP network performance
management and security; Comptel,
a Finland-based telecommunications
software company; Unium, a Seattle-based
software company that specializes in
solving complex wireless networking
problems for use in mission-critical and
residential wi-fi applications; and Elenion,
a US-based company focusing on silicon
photonics technology
1865
1960
2000
2012
2017
2020
Milestones
Innovations
1926
Brought sound
to motion
pictures*
1962
Launched the first
communications satellite,
Telstar 1, into orbit enabling
the first ever broadcast
of live television between
the US and Europe*
1969
Developed Unix, the
software system that
made the large-scale
networking of diverse
computing systems and
the internet practical*
1991
Enabled the first
GSM call using a
Nokia phone over
the Nokia-built
network of Finnish
communications
service provider
Radiolinja
1982
Introduced both the first
fully digital local telephone
exchange in Europe and the
world’s first NMT car phone
1998
Became the
world’s largest
manufacturer of
mobile phones
2001
Invented MIMO
(Multiple-Input and
Multiple-Output), a key
element of a large number
of modern wireless
systems, that allows for
greater throughput
without increasing
bandwidth requirements*
2006
Developed Softrouter,
a routing architecture
permitting development
of a programmable, open
network infrastructure to
allow easier deployment
of new services that
make use of exposed
network capabilities*
1947
Developed the
transistor, a tiny device
that revolutionized the
entire electronics
industry*
1954
Created the solar cell,
enabling the conversion
of the sun’s energy
into electricity*
1958
Developed the laser,
creating the foundation
for fiber optics*
2017
Developed Probabilistic
Constellation Shaping,
an innovative technology
to get the most out of
each fiber, irrespective
of its length and
capabilities
2019
Opened the world’s
first live end-to-end
5G lab, the Future X Lab
in Murray Hill, New
Jersey, US
2020
Selected by NASA to build
and deploy the first end-to-end
LTE solution on the lunar surface
Enabled commercial deployment of the
world’s first 5G liquid cooling solution
Set the 5G speed world record
2021
Developed the Resh programming
language to take control of and manage
a fleet of robots
* Bell Telephone Laboratories (1925-1984).
Following its acquisition by Nokia in 2016,
the company was renamed Nokia Bell Labs.
2014
Developed XG-FAST technology, enabling
service providers to generate fiber-like speeds
of more than 10Gbps over short distances
using existing copper infrastructure*
22
NOKIA IN 2021
NOKIA IN 2021
23
Business overview Customer Experience
Customer
Experience
The Nokia Customer Experience (CX) organization was formed in 2021 to
ensure we engage customers with a unified and consistent voice. It also serves
as our customers’ advocate inside Nokia to see to it that we understand the
needs of our customers and deliver the best possible experience for them.
The new CX organization unites our sales and
customer marketing under one umbrella,
allowing us to better leverage commonly
required platforms, processes and resources.
CX drives growth across all business group
portfolios by engaging CSPs, enterprise
verticals, hyperscalers and governments,
positioning Nokia as a technology leader,
innovation partner and solutions
provider worldwide.
Our customers benefit through the unique
insights as the result of our extensive analysis
of the market. This enables them to make the
best strategic technology decisions to help
grow their business.
While enterprise sales, marketing and
delivery have moved under the CX umbrella,
products developed for this diverse customer
segment remain in the relevant business
groups. Working across industries such as
manufacturing, supply chain logistics, energy,
transportation and the public sector, as well as
harnessing the power of our growing partner
community, the enterprise team helps
customers address their unique business
challenges through Industry 4.0 digital
transformation. Our solutions help transform
operations and modernize communication
networks with leading next-generation
technologies from across our businesses
– including IP, optical, fiber and private
wireless networking. The enterprise team has
worked with more than 2 200 organizations
– connecting people and technologies,
improving safety both in the workplace
(workers and operations) and in cities around
the world, increasing automation and agility to
boost productivity and efficiency, and helping
customers achieve greater resilience and
sustainability through digitalization.
Together, CX and the business groups align
on our go-to-market ambitions, resourcing
and customer requirements, enabling the
business groups to remain accountable for
their own financial performance. Collective
competence, delivered consistently across all
business groups, coupled with deep expertise
across each unique industry we serve, solves
customer challenges, inspires growth and
enables our customers to achieve their
immediate and long-term goals.
Case study: Nokia 5G private wireless
networking moves from trial to permanent
deployment for Lufthansa Technik
5G private wireless networking has enabled
Lufthansa Technik to maintain business
continuity throughout the pandemic,
providing the ability to conduct virtual
aircraft maintenance inspections for its civil
aviation customers over fast, high-definition
video links.
Over a high-quality video stream, customers
communicate in real time with engine
mechanics performing maintenance work.
Dismantled parts are jointly inspected
on-screen in high resolution, enabling
informed decisions to be made. Virtual Table
Inspection has now been integrated into
Lufthansa Technik’s digital AVIATAR technical
aircraft fleet management solution.
The network is based on Nokia Digital
Automation Cloud (NDAC) 5G SA.
NDAC is a 5G private wireless platform
providing high-bandwidth, low-latency,
hyperfast private wireless connectivity
and local edge computing, providing key
digitalization enablers for customers looking
to transform to Industry 4.0 operations.
In 2021, Lufthansa Technik brought Nokia 5G private
wireless networking into full-time commercial
deployment at its facility in Hamburg, Germany.
24
NOKIA IN 2021
NOKIA IN 2021
25
Business overview Deploying one of Nokia’s latest AirScale Massive
MIMO antenna products.
Business groups
Mobile
Networks
Mobile Networks provides products and services
for radio access networks covering technologies
from 2G to 5G, and microwave radio links for
transport networks.
Market overview
In RAN, we are seeing an uplift in the
5G share of the market, as communications
service provider customers replace
volumes of previous technology generations
to better serve subscribers with high-speed
mobile broadband.
Our market is also driven by growth in
enterprise use cases, as companies across
different industries, including manufacturing
and energy, further automate their
business processes.
The estimated Mobile Networks addressable
market, excluding China, for 2021 was
EUR 46 billion. We currently forecast an
addressable market for 2022 of EUR 49 billion.
We estimate that the addressable market will
grow by approximately 3% in 2022 excluding
the impact of changes in foreign currency
exchange rates.
Business overview and
organization
Aligned with our customer needs and as part
of Nokia’s transformation, Mobile Networks
adopted a new organization and operating
model at the start of 2021. The business
group now encompasses not only products
for RAN and microwave links, but also network
management solutions and services to plan,
deploy, optimize and maintain networks.
In 2021, Mobile Networks launched a new
5G portfolio powered by the latest ReefShark
System-on-Chip technology, bringing
increased capacity and connectivity to
our customers. The launches covered new
AirScale radios, including the industry’s
lightest high-power, 400MHz 32TRX
Massive MIMO, and new baseband modules,
supporting 90 000 connected users
simultaneously while enabling a reduction
in power consumption of up to 75%. With
Single RAN software and multiradio baseband
plug-in cards supporting all radio access
technologies from 2G to 5G, Nokia is
accelerating 5G rollouts and reducing overall
RAN total cost of ownership, by unlocking
network efficiencies with common transport,
common operability, common software
delivery and increased hardware sharing.
2021 was a transformational year for
Mobile Networks. We increased our
R&D investments and largely closed
the gap with key competition in 5G.
Tommi Uitto
President, Mobile Networks
26
NOKIA IN 2021
NOKIA IN 2021
27
Business overview Business groups
continued
Mobile Networks continued
Mobile Networks proactively develops new
approaches to building networks. In 2021, we
launched Nokia Edge Automation to manage
multiple cloud deployments supporting new
5G use cases, opened a new Open RAN testing
and collaboration center in the US, and
announced partnerships with Amazon Web
Services (AWS), Google Cloud and Microsoft
for cloud-based 5G radio solutions.
In 2021, we met our target to hold an
estimated 25-27% share of the RAN market,
excluding China. Our 4G networks deliver
industry leading performance with best
average downlink and uplink speeds,
providing a solid foundation for us to evolve
our customers’ networks to 5G(1). In 2021,
we also largely closed the gap with our key
competition in 5G performance.
By the end of 2021, Nokia supplied to
approximately 40% of launched 5G networks,
in half of the countries with live 5G. We had
214 commercial 5G deals, which included
many new 5G customers, such as Net4Mobility
in Sweden, Telus in Canada, Orange in
Belgium, Elisa in Estonia and TPG Telecom
in Australia. We also strengthened our
footprint in China, signing new 5G deals with
China Mobile and China Broadcasting Network.
Our primary focus is on building technology
leadership and bringing the best performing
networks to our customers. We made
significant progress in enhancing our R&D
output during 2019-2021. Our 5G R&D
headcount increased by approximately 60%
from the beginning of 2019 until the end of
2021 and our 5G software feature output
increased 130% during the same time period,
outpacing the increase in our headcount and
indicating improved efficiency and productivity.
In line with Nokia’s overall commitment
to support the Paris Agreement to limit
global warming to 1.5°C, Mobile Networks
announced that it would reduce the average
power consumption of its AirScale 5G mMIMO
Base Station Site Solution by 50% by 2023,
compared to our 2019 level. In addition,
to cut cooling energy consumption, we
successfully trialled our Liquid Cooling
baseband solution with Japanese
communications service provider, KDDI.
2021 in brief
In 2021, Mobile Networks net sales declined 7% as expected market share
loss in North America was partially compensated for by other regions. With
increased investments in R&D, we were able to accelerate product roadmaps
towards technology leadership. Despite these investments, improved cost
competitiveness and execution meant we were still able to deliver a segment
operating margin of 7.9% remaining stable year-on-year.
■ Reached 214 commercial 5G deals and had more than 420 private wireless
customers, over 80 with 5G
■ Launched our new AirScale 5G portfolio powered by ReefShark technology,
bringing higher capacity, coverage, power efficiency and easy deployment
■ Our new AirScale portfolio is O-RAN ready, supporting our efforts
to develop cloud-based, open approaches to building networks
■ Set a new target to reduce our base station power consumption by 50%
by 2023 compared to our 2019 level
■ Launched new AI-driven digital services to help CSPs reduce the complexity
of network support and maintenance
■ Launched Nokia Smart Node, an all-in-one solution for premium 5G mobile
indoor coverage, as well as new additions to our Wavence microwave
transport portfolio
Network
Infrastructure
Competition
The RAN market, including associated network
management solutions and network services,
is a highly consolidated market. Our main
competitors are Huawei, Ericsson, Samsung
and ZTE, but there are also a number of
smaller competitors competing in specific
technology or regional sub-segments.
For example, in microwave radio links, our
competitors include Ceragon, NEC and Aviat.
Network Infrastructure works with a wide range
of customers in the CSP, enterprise, webscale
and hyperscaler segments to meet their
access, transport, routing and core needs,
both terrestrial and subsea.
(1) Nokia analysis based on crowdsourced data from Tutela
Technologies Ltd. (May-September 2021)
214
commercial 5G deals
130%
increase in 5G software feature output
from start of 2019 till end of 2021
Spanning the globe, both on
land and under the sea, our
networks are the capillaries
of connectivity.
Federico Guillén
President, Network Infrastructure
Market overview
Network Infrastructure comprises four
complementary business divisions that can
share best practice and collaborate on
technology and operations, while maintaining
a specialized, highly customer-centric approach.
We currently forecast an addressable market
for 2022 of EUR 45 billion. We estimate
that the addressable market will grow by
approximately 3% in 2022 excluding the
impact of changes in foreign currency
exchange rates.
The pandemic has accelerated and
highlighted the explosion in global demand
for connectivity and capacity, with moves in
every society towards online work, education,
entertainment, medicine and socializing.
A renewed focus on broadband as a critical
network element provides the impetus for
CSPs, governments and others to invest in
fiber, fixed wireless access and supporting
IP and optical network infrastructure. As
access technology evolves to 10G, 25G, and
beyond, communications service providers
add revenue streams by serving residential
users, businesses, and 5G cells with a
single network.
Our products help established CSPs and
new players to build networks that can
enable a new wave of industrial digitalization.
They support consumers, enterprises and
webscales (including hyperscalers). On land
and under the sea, our networks are the
capillaries of connectivity.
The estimated Network Infrastructure
addressable market, excluding Submarine
Networks, for 2021 was EUR 42 billion.
Business overview and
organization
Our business divisions are: Fixed Networks,
IP Networks, Optical Networks and Submarine
Networks. Across our portfolio we combine
innovative hardware and software solutions
with specialist professional services to deliver
value to customers.
Fixed Networks offers fiber and
copper-based access infrastructure; wi-fi
solutions, cloud and virtualization. We have a
leading position in fiber technology and are
the leaders in XGS-PON(1). We were also the
first to offer a commercial 25G PON solution.
Our in-house developed Quillion chipset
brings best-in-class performance across our
portfolio and enables us to innovate rapidly
and with agility. We have made a strong start
in the relatively new area of 5G fixed wireless
access (FWA), based on technology leadership.
Our wi-fi portfolio includes mesh solutions
and cloud-based controllers – to manage wi-fi
access points in the home – while CSPs can
streamline and automate operations with our
software-defined access network portfolio.
(1) Dell’Oro Broadband Access 2021 Q3 report
28
NOKIA IN 2021
NOKIA IN 2021
29
Business overview Business groups
continued
Network Infrastructure continued
IP Networks provides IP routing solutions for
IP aggregation, edge and core applications for
residential, business, mobile and industrial
services. Our solutions – combined with our
network automation platform – enable
customers to control, manage, analyze and
secure their IP networks. Our software-defined
WAN solutions bring easy, efficient network
connectivity configuration among clouds and
to any enterprise branch. Nokia has recently
brought to market a next-generation “data
center fabric” solution, making data center
switching and cloud environments easier to
scale, adapt and operate. Our ability to offer
high performance and massively scalable
networks is based on innovation – during
2021, we launched the latest generation
in our successful in-house designed family
of routing silicon.
Optical Networks is a leader in optical
transport networks for metro, regional,
long-haul and ultra-long-haul applications,
helping communications service providers
build smarter transport networks, using
our software tools and automation to
deliver streamlined service delivery and
lower total cost of ownership. The portfolio
includes coherent optical transponders,
optical transport network switching,
wavelength-division multiplexing,
reconfigurable optical add-drop multiplexer
solutions and optical line systems for
metro access and aggregation, data center
interconnect, regional and long-haul/
ultra-long-haul applications. Our intense
focus on technology innovation enabled us,
in 2021, to start shipping our fifth generation
of coherent optical technology, based on
our in-house designed PSE-V digital
signal processor.
Submarine Networks has a large physical
infrastructure and a strongly cyclical business
pattern. As submarine capacity is in an
expansion phase – driven by webscales –
the market is strong and Nokia is a leader.
During 2021 we sought to consolidate our
leadership by updating our fleet and focusing
on converting a strong backlog of orders into
revenue and we are bringing our technology
focus to bear on areas including next-
generation spatial division multiplexing.
Competition
Our competitors include Huawei and ZTE,
along with Calix and Adtran (Fixed Networks),
Cisco and Juniper (IP Networks), Ciena and
Infinera (Optical Networks), and Subcom and
NEC (Submarine Networks).
25G PON
We brought the world’s fastest fiber
network to life
50%
Our Quillion and PSE-V chipsets provide
around 50% higher energy efficiency
than previous generations
75%
FP5 offers up to 75% reduction in
power consumption by comparison
with previous generation
2021 in brief
In 2021, Network Infrastructure grew net sales by 14% from 2020, driven by strong growth
in our Fixed Networks and Submarine Networks divisions, as well as solid performance in our
IP Networks and Optical Networks divisions. Our segment operating margin grew by a healthy
3.4 percentage points to 10.2%.
■ Launched our FP5 routing silicon and platforms, offering CSPs enhanced capacity, security
and power efficiency with high investment protection
■ Brought the world’s fastest fiber network (25G PON) to life for Proximus, Belgium; we are also
trialing 25G with, among others, Openreach, UK
■ Chosen by Telefónica, Spain, to complete its IP network transformation, enabling the
expansion of fiber-to-the-home and 5G services
■ Selected as the single supplier for Swisscom’s new fully automated, high-capacity optical
transport network
■ Chosen by China Mobile Cloud to provide an end-to-end SDN solution for its public
cloud service
■ Selected for 2Africa: The world’s largest subsea system
Proximus and Nokia deploy the industry’s first 25 Gbps
connection on a live network.
Our cableship Ile de Sein landing the Ellalink system
in Madeira.
Nokia 1830 systems, powered by PSE-V coherent optical
engines, are at the heart of critical networks worldwide.
Nokia FP5 routing silicon provides the right foundation
to scale and transform IP networks to stay ahead of
ever-shifting market demands.
30
NOKIA IN 2021
NOKIA IN 2021
31
Business overview Business groups
continued
Cloud and
Network Services
Cloud and Network Services serves communications service providers,
enterprise, and hyperscale customers and partners, helping them to navigate
three major industry transitions: the introduction of 5G networks and services,
cloud-native software and as-a-Service delivery models.
In 2021, CNS made significant progress
in its mission to help customers and
partners create new value, deliver
innovative digital services and
transform business operations.
Raghav Sahgal
President, Cloud and Network Services
Industrial robot manufacturer KUKA is deploying Nokia
5G private wireless networking at its Smart Production
and Development Center in Augsburg, Germany.
Market overview
The introduction of 5G networks and services,
cloud-native software and as-a-Service
delivery models places demands on
organizations to find new ways to monetize
digital assets, optimize costs, navigate
complexity and mitigate security risks for
their mission-critical networks.
The estimated Cloud and Network Services
addressable market for 2021 was EUR 26 billion.
We currently forecast an addressable market
for 2022 of EUR 28 billion. We estimate
that the addressable market will grow by
approximately 5% in 2022 excluding the
impact of changes in foreign currency
exchange rates.
Business overview and
organization
Cloud and Network Services comprises four
areas of business focus: Business applications
software, cloud and cognitive services, core
networks software and enterprise solutions.
The group has prioritized research and
development and portfolio investments that
reinforce our focus on technology leadership,
which is a leading priority for our customers
and a crucial marketplace differentiator.
Addressing selected platforms for growth,
we are focusing our investment on 5G core
software, analytics and AI Services, digital
operations, monetization, private wireless
and industrial automation, and security.
We have identified these fast-growing,
higher-margin areas as being critically
important to our CSP and enterprise
customers as they deploy, operate,
and monetize the next wave of 5G.
32
NOKIA IN 2021
NOKIA IN 2021
33
Business overview Business groups
continued
Cloud and Network Services continued
We are already delivering cloud-native
solutions that provide network quality of
service and agility. We are enabling customers
to leverage network intelligence for user
insights that facilitate efficiency and
sustainability, self-protection and self-healing.
We are deploying industrial solutions that
drive digital transformation and Industry 4.0.
And we are helping CSPs to automate network
operations and manage security.
The transition to Software-as-a-Service
(SaaS) delivery of network software and
associated use cases is also a key aspect
of Cloud and Network Services’ strategy.
Throughout 2021, Cloud and Network
Services has refined operations and sales
team alignment to create efficiencies and
enhance portfolio positioning with customers.
Customer demand for 5G digital operations,
monetization, security and analytics solutions
has resulted in solid business applications
software performance. Cloud and cognitive
services continues to demonstrate improved
performance across its cloud and managed
services portfolio.
Competition
Cloud and Network Services operates in
a fast-moving marketplace characterized
by numerous competitors that range from
niche providers to global technology
enterprises whose offerings span several
technical capabilities.
Digitalization plays a critical role in combating
climate change and enabling a sustainable
future. Our AI-based energy efficiency service
provides an intelligent, automated way for
CSP customers to control equipment power
consumption, enabling them to manage
energy use across their networks. In addition,
our private wireless technology supports solar
power plant and wind farm communications,
maintenance and safety needs.
During 2021, we were named by industry
analysts as a market leader in subscriber data
management software(1), network automation
software(2), private cellular networking(3)
and data, AI and development platforms(4).
The competitive environment comprises
networking companies, infrastructure and
application software suppliers, services
specialists, hyperscalers, cloud providers and
a wide range of industry segment businesses.
We operate in a dynamic situation, where
vendors and other industry participants
may on occasion be a partner or a direct
competitor, depending on the nature of the
engagement. We are acutely aware of the
need to build alliances with partners such
as hyperscalers, who are increasingly
influential players in this space.
Attained marketplace leadership in private
wireless networking with
+420 customers
>80 include 5G
AI-based energy management automation
can reduce energy costs and carbon
footprint by
30%
2021 in brief
We worked hard throughout 2021 to rebalance our portfolio in Cloud and Network Services
and ensure our investments are focused on the right areas for growth in the future.
This was therefore a transition year for the business with net sales stable year-on-year and
a 5.4% segment operating margin. The segment operating margin increased 7.6 percentage
points primarily due to provisions that negatively impacted in 2020 not present in 2021.
■ Announced our first SaaS products for CSPs and enterprises across analytics, security and
data management services
■ An industry first, we are deploying our full 5G Standalone Core for DISH in the public cloud
with Amazon Web Services
■ Attained marketplace leadership in private wireless networking with more than 420 customers,
of which over 80 include 5G
■ Key product launches included Nokia Data Marketplace, Nokia iSIM, Nokia MX Industrial Edge
and Nokia NetGuard XDR Security
■ Secured pan-industry recognition(5) for our Vodafone Anomaly Detection Service, based on
Nokia machine learning software
■ Lufthansa Technik announced that its Nokia 5G private wireless-enabled virtual inspection
service went into full commercial use
(1) Analysys Mason. (September 2021) Subscriber data management: worldwide market shares 2020 and forecast 2020-2021.
(2) Appledore. (July 2021) Leading Suppliers in Network Automation Software.
(3) Technology Business Research (May 2021) Private Cellular Networks Vendors Benchmark.
(4) Analysys Mason. (November 2021) Data, AI and development platforms: worldwide market shares 2020.
(5) 5G World. (September 2021) Most Innovative AI or ML Technology for the Network.
Nokia Technologies
Nokia Technologies is responsible for managing Nokia’s
patent portfolio and monetizing Nokia’s intellectual property,
including patents, technologies and the Nokia brand.
Licensing is a virtuous circle,
a wheel that has been turning
for many years, powering
innovation. It enables other
companies to build on our
inventions without having to
make their own investments
in R&D.
Jenni Lukander
President, Nokia Technologies
Market overview
Nokia Technologies is responsible for
managing Nokia’s patent portfolio and
monetizing Nokia’s intellectual property,
including patents, technologies and the Nokia
brand, building on Nokia’s continued
innovation leadership, long-term investment
into research and development and decades
of driving technology standards development.
Business overview and
organization
Nokia Technologies has three focus areas:
Patent Licensing of Nokia’s patent portfolio,
Technology Licensing of Nokia’s technologies
for integration into consumer devices
and Brand Partnerships for licensing the
Nokia brand.
Patent Licensing: We manage the Nokia
patent portfolio, working with the three
other Nokia business groups, and continue
to pursue and grow our patent licensing and
monetization activities which drive most of
Nokia Technologies’ net sales. This includes
our successful mobile devices licensing
program, where we currently have licensing
agreements with most of the major
smartphone vendors. We also have patent
licensing programs for consumer electronics,
connected cars, smart meters, payment
terminals and other emerging technologies
in the field of IoT.
In 2021, we announced new patent licensing
agreements with Daimler and several other
vehicle manufacturers, as well as Samsung
and Lenovo. These new agreements reflect
the significance of our contributions to
cellular and multimedia standards.
Technology Licensing: We continue to license
our innovative multimedia technologies, such
as OZO Audio and OZO Playback, to
smartphone and camera manufacturers
through our Technology Licensing business.
We also drive advanced audio and video
research and standardization through our
Multimedia Technologies research unit.
Brand Partnerships: Nokia is a global brand
that is recognized by almost everyone. We
work with HMD Global – our licensee for
Nokia-branded phones and tablets – along
with brand partners in other product
categories, to increase the reach and
strength of the Nokia brand.
4 000+
patent families declared as essential
to 5G standards
ISO 9001
Achieved certification for our high-quality
patent portfolio management
34
NOKIA IN 2021
NOKIA IN 2021
35
Business overview Business groups
continued
Nokia Technologies continued
2021 in brief
On the back of new licenses signed we were able to deliver 7% net sales growth in 2021.
Combined with continued control on our cost base we also delivered EUR 1 185 million
segment operating profit.
■ Expanded our patent licensing coverage across key markets, including agreements with
Daimler, Samsung and Lenovo
■ Drove innovation, filing over 1 500 new inventions, and reaching the landmark of
4 000 patent families declared as essential to 5G standards
■ Achieved ISO 9001 certification for our high-quality patent portfolio management
■ Commenced patent infringement proceedings against OPPO, OnePlus and Realme
in several countries in Asia and Europe
■ Received a Technology & Engineering Emmy® Award for our multimedia research
■ Integrated new OZO Audio and OZO Playback features into more devices, including the
Nokia-branded tablet
■ Worked with our brand partners to explore new licensing opportunities
Industry leading patent portfolio
Nokia has defined many of the fundamental
technologies used in virtually all mobile
devices. We have invested more than
EUR 130 billion in R&D since 2000 and taken
a leading role in standardization, holding
a variety of leadership positions in global
standards development organizations.
As a result, we own one of the broadest and
strongest patent portfolios in the mobile
communications sector, with around 20 000
patent families (each family composed of
several individual patents), of which over
4 000 are declared as essential to 5G.
Our portfolio has a long lifetime, with the vast
majority of patents still in force in ten years’
time, providing a long-term foundation for
the business. We have been ranked #1 in
several independent third-party studies for
our 2G, 3G, 4G and 5G patents that have been
declared essential for cellular standards.
We also have a strong multimedia patent
portfolio, built on thirty years of investment
in R&D. For example, we excel in video
compression technology that enables large
data files to be shared across the internet.
The work of Nokia’s engineers in video
research and standardization has been
recognized with numerous international
awards, including four Technology &
Engineering Emmy® Awards.
We continue to generate new intellectual
property at a robust rate, refreshing our
portfolio from R&D activities across all
Nokia businesses. In 2021, we filed patent
applications for more than 1 500 new
inventions, enabling 5G networks, connected
5G devices and more.
We actively manage our patent portfolio by
continuously evaluating our collective assets
and taking actions to optimize the size of our
overall portfolio, while preserving the high
quality of our patents. And in 2021, Nokia
became one of the first companies to achieve
the globally recognized ISO 9001 certification
for our high-quality patent portfolio
management process.
36
NOKIA IN 2021
NOKIA IN 2021
37
Using a head and torso simulator to conduct audio
quality measurements for our OZO Audio and OZO
Playback solutions.
Business overview Supply chain, sourcing and manufacturing
Supply chain, sourcing
and manufacturing
During 2021, global supply chain disruptions impacted
operations across industries.
Nokia’s supply chain is essential to our
customers and our business, and for
managing the customer demand and supply
for our hardware, software and contract
manufactured products. Our end-to-end
operations include sourcing, demand and
supply planning, manufacturing, distribution
and logistics.
While our 2021 net sales were impacted by
supply chain constraints, we believe Nokia
performed well despite these challenges. We
will continue to work to optimize our supply
chain; thinking innovatively, digitally and across
the longer term, working to further develop
a resilient and sustainable supply chain for
our customers.
Given the size and scope of our portfolio, we
purchase over EUR 12 billion worth of products
and services per year from 11 000 different
suppliers to fully support our complex supply
chain. Throughout 2021, we were presented
with many challenges and opportunities that
included semiconductor shortages, the
ongoing COVID-19 pandemic, climate change,
and geopolitical and security concerns, all
during a critical growth period for 5G.
Resilience through strong
partnerships and digitalization
Strong partnerships and digitalization
investments are critical as we build resilience.
We are collaborating with our customers
and suppliers to build up our solid partner
network. We optimize our supply chain by
leveraging digitalization to strengthen
capabilities to predict and simulate various
operational scenarios to minimize disruptions.
We continue to drive a diverse and resilient
supplier base to ensure quality, innovation
and effective risk mitigation. We partner
closely across our different business groups
and maintain long-lasting relationships with
our suppliers. We also closely collaborate
with our customers to fully understand their
long-term needs. This approach is helping us
address the global semiconductor shortage.
Our geographically dispersed manufacturing
network consists of our own manufacturing
(24% of the network) and contract
manufacturing partners to minimize
geographic and geopolitical risks. Our network
is strategically located around the world:
Asia Pacific & Japan/India (29%), Europe
(27%), China (29%) and the Americas (15%).
We continuously optimize our manufacturing
and supplier network across the regions and
leverage artificial intelligence and machine
learning capabilities in developing the supply
chain and factory network. This regional
approach will not only enable us to deliver a
more rapid response to our customers’ needs,
but also decrease transportation costs and
reduce CO2 emissions.
Sustainability through innovation
We are committed to cut emissions by 50% by
2030. This commitment requires actions from
us, our customers and our suppliers. We
continuously challenge our full supply chain
to, for example, develop new digital solutions
to cut emissions.
We are delivering on increased customer
demand for circular supply. Notable examples
include a frame agreement with Orange and
a T-Mobile USA project where we deinstalled
COP26
Recognized with a COP26 Compass Award
for Supply Chain Capacity Building for
reaching beyond our own operations,
driving best practices with our suppliers
and their suppliers
cards from idle base station sites, upgraded
software (SW), inspected and shipped back,
thus avoiding approximately 844 metric tons
of CO2 emissions.
We also partner with our suppliers to invest
in sustainable solutions and took important
steps together in 2021 in areas like
transportation and packaging.
We are committed to prioritizing and
strengthening resilience and sustainability
across the end-to-end supply chain to help
us effectively deal with current challenges
and be ready for whatever is next.
Refer to “Sustainability and Corporate
Responsibility” section for more information
on Nokia’s sustainability targets and
achievements, including those related
to supplier sustainability.
Throughout our manufacturing network,
our own factories are on track to be carbon
neutral by 2025 through hydro, wind, solar
and other sustainable sources. Many of our
electronics manufacturing services (EMS)
partners have roadmaps to be carbon neutral
by 2030.
We clearly communicate our Third-party Code
of Conduct and Nokia Supplier Requirements,
which incorporate Responsible Business
Alliance (RBA) Code of Conduct requirements,
to our suppliers. These include standards
for responsible sourcing in important areas
such as the environment and human rights.
Adherence is checked through audits and
EcoVadis documentation audits.
Own manufacturing
As of 31 December 2021, the production capacity for our wholly owned sites is noted below:
Country
Australia
China
Finland
France
France
Germany
India
Poland
UK
USA
Location and products(1)
Kilsyth: radio frequency systems
Suzhou: radio frequency systems
Oulu: base stations
Calais: submarine cables
Trignac: radio frequency systems
Hannover: radio frequency systems
Chennai: base stations, radio controllers and
transmission systems
Bydgoszcz: remanufacturing, product integration
Greenwich: submarine cables
Meriden: radio frequency systems
Productive capacity,
net (m2)(2)
5 400
27 000
10 000
24 000
7 300
23 500
12 000
15 200
12 000
31 000
(1) We consider the production capacity of our manufacturing network to be sufficient to meet the requirements of our business.
The extent of utilization of our manufacturing facilities varies from plant to plant and from time to time during the year. None of
these facilities is subject to a material encumbrance.
(2) Production capacity equals the total area allotted to manufacturing and to the storage of manufacturing-related materials.
2021 in brief
■ Software supply chain digitalization strengthened continuous delivery capability for SW
and Services business models, such as Software-as-a-Service
■ Founding member of Trust Your Supplier program, a blockchain-based network designed
to improve supplier validation, onboarding, and life cycle information management
■ Recognized with a COP26 Compass Award for Supply Chain Capacity Building for reaching
beyond our own operations, driving best practices with our suppliers and their suppliers
■ Growing customer interest in circular supply as we delivered 40% more units compared
to 2020
■ Shipped 10 metric tons of 5G equipment on weekly carbon-neutral flights from China
to Europe, using Sustainable Aviation Fuel, a tested and approved biofuel blended with
traditional fuels
■ On track to eliminate approximately 200 metric tons of packaging/year by end of 2022 via
reusable supplier bins at our Chennai factory, reducing our carbon footprint by 1.1 metric
tons/year; expanding to other sites
We believe that we can only achieve our climate
targets together. In partnership with DB Schenker
and Lufthansa, we have invested in Sustainable
Aviation Fuel by purchasing cargo space on a
weekly carbon-neutral flight.
38
NOKIA IN 2021
NOKIA IN 2021
39
Business overview Corporate
governance
Corporate governance
Corporate governance statement
Introduction
Regulatory framework
Main corporate governance bodies of Nokia
Share ownership of the Board of Directors
and the Group Leadership Team
Risk management, internal control and internal
audit functions at Nokia
Main procedures relating to insider administration
Auditor fees and services
Compensation
Highlights
Word from the Chair of the Personnel Committee
of the Board
Remuneration Policy
Remuneration summary for the Board of Directors
Remuneration summary for the President and CEO
Remuneration Report 2021
Introduction
Board of Directors
The President and CEO
Remuneration governance
Group Leadership Team
Review of our incentive plans
Review of our comparator companies
42
42
44
44
56
57
58
58
59
59
59
61
61
62
65
65
66
67
69
70
71
73
40
NOKIA IN 2021
NOKIA IN 2021
41
, FP5 Corporate governance statement
Corporate
governance
statement
This corporate governance
statement is prepared in
accordance with Chapter 7,
Section 7 of the Finnish Securities
Markets Act (2012/746, as
amended) and the Finnish
Corporate Governance Code
2020 (the “Finnish Corporate
Governance Code”).
Introduction
In 2021, we continued delivering on Nokia’s
commitment to strong corporate governance
and related practices. To do that, the activities
of the Board of Directors are structured
to develop the Company’s strategy and to
enable the Board to support and oversee the
management on the delivery of it within a
transparent governance framework. The table
below sets out a high-level overview of the
key areas of focus for the Board’s and its
Committees’ activities during the year.
As the COVID-19 situation remains serious,
Nokia Corporation’s Annual General Meeting
2022 is planned to be held on 5 April 2022
without shareholders’ presence to prevent the
spread of the ongoing pandemic. Similarly to
2020 and 2021, the meeting will be held under
extraordinary measures pursuant to the
temporary legislation approved by the Finnish
Parliament on 8 May 2021. Participation and
exercise of shareholder rights in the meeting
will be possible only by voting in advance,
submitting counterproposals and asking
questions in advance. Proposals of the Board
of Directors to the Annual General Meeting
2022 were published on 3 February 2022.
Annual General Meeting 2021 and 2022
The Annual General Meeting 2021 took place
at the Company’s headquarters in Espoo
on 8 April 2021. To prevent the spread of
the COVID-19 pandemic, the Board resolved
on extraordinary measures pursuant to the
temporary legislation approved by the Finnish
Parliament on 3 October 2020. The Annual
General Meeting 2021 was convened to be
held without shareholders and their proxy
representatives being present at the meeting
venue. Participation in the Annual General
Meeting and use of shareholder rights was
possible only by voting in advance as well
as by submitting counterproposals and
asking questions in advance. Approximately
66 000 shareholders representing
approximately 2 500 million shares and
votes were represented at the Annual
General Meeting through advance voting.
The Annual General Meeting supported all
of the Board’s proposals.
January
February/March
April
May
July
September/October
December
Board
Corporate Governance
and Nomination
Committee
Personnel
Committee
– Business and financial reviews
– Company purpose
– Strategy
– Annual and long-range forecast
and target setting
– Board evaluation
– Review of CEO’s performance
targets and remuneration
– Annual Policy and Charter review
– AGM proposals on Board
composition and remuneration
– Committee compositions
– Corporate governance statement
– Culture
– Incentive achievements for 2020
– CEO and GLT performance
– Incentive targets and objectives
for 2021
– Nokia Equity Program proposal
Audit
Committee
Technology
Committee
– Business review
– Strategy
– Capital Markets Day
– Plans to reset cost base
– Convening the remote Annual
General Meeting (AGM
– Remuneration Report 2020
– Nokia Equity Program 2021–2023
– AGM and appointing Board Chair,
Vice Chair and Committee members
– Business and financial reviews
– Strategy
– Q4 and full-year 2020 financials,
annual report
– Auditor reporting
– Ethics and compliance, internal
audit and internal controls updates
– AGM proposals to the Board
– Structured finance update
– Q1 financials
– Auditor reporting
– Ethics and compliance, internal audit
and internal controls updates
– Finance IT and digitalization
– Cybersecurity
– Tax update
– Credit risk update
– Conflict Minerals Reporting
– Updates on major innovation and
technology trends
– Review of strategic technology
initiatives
– Technical excellence awards
– Annual Charter review
– Annual strategy meeting
– Business and financial reviews
– Group Leadership Team (GLT)
– Business and financial reviews
– Strategy
– Annual and long-range forecast
– Annual sustainability review
– Business and financial
reviews
– Strategy
– Nokia innovation framework
– Corporate Affairs update
– Business and financial
reviews
– Strategy
– Ethics & compliance
– Litigation update
– Digitalization and IT
transformation
– Future Nokia workplace
– AGM shareholder feedback
– Planning of Board
composition proposal
– Culture
– AGM shareholder feedback
– GLT remuneration
– eLTI 2021 plan
– Human capital risk review
– GLT succession planning
– LTI development
– PC Advisor update
succession planning
– Board evaluation approach
– Preparing Board composition
proposal to AGM
– Alignment on 2022 incentive
and equity framework
– Human capital update
and target setting
– Board evaluation
– Key risks review
– Digitalization update
– Investors’ feedback on sustainability,
governance and remuneration
– Board remuneration review and
benchmarking
– Corporate governance developments
– Annual Charter review
– 2022 incentive targets
– 2022 equity allocations
– Investor and proxy advisor update
– Remuneration Report for 2021
– Annual Charter review
– Enterprise Risk Management
– Treasury update
– Pensions update
– Audit and internal controls updates
– 20-F and annual report update
– Financing strategy
– Annual Charter and Policy review
– Q2 financials
– Auditor reporting
– Ethics and compliance,
internal audit and internal
controls updates
– Cybersecurity
– Q3 financials
– Auditor reporting
– Ethics and compliance, internal
audit and internal controls
updates
– Sustainability reporting
developments
– Cybersecurity
– Updates on major innovation
and technology trends
– Review of strategic
technology initiatives
– Updates on major innovation
– Updates on major innovation
and technology trends
and technology trends
– Technology vision and strategy
– Review of strategic technology
initiatives
– Review of strategic technology
initiatives
42
NOKIA IN 2021
NOKIA IN 2021
43
Corporate governance
Corporate governance statement
continued
Corporate governance framework
General Meeting of Shareholders
External
Audit
Board of Directors
Audit Committee
Corporate Governance and
Nomination Committee
Personnel Committee
Technology Committee
Internal
Audit
President and CEO
Group Leadership Team
Regulatory framework
Our corporate governance practices comply
with Finnish laws and regulations, our Articles
of Association approved by the shareholders
and corporate governance guidelines
(Corporate Governance Guidelines) adopted by
the Board of Directors. Corporate Governance
Guidelines reflect our commitment to good
corporate governance. They include the
directors’ responsibilities, the composition
and election of the members of the Board
and its Committees, and certain other
matters relating to corporate governance.
We also comply with the Finnish Corporate
Governance Code adopted by the Securities
Market Association.
In addition, we comply with the rules and
recommendations of Nasdaq Helsinki and
Euronext Paris as applicable to us due to
the listing of our shares on the exchanges.
Furthermore, as a result of the listing of our
American Depositary Shares on the New York
Stock Exchange (NYSE) and our registration
under the US Securities Exchange Act of 1934,
we follow the applicable U.S. federal securities
laws and regulations, including the
Sarbanes-Oxley Act of 2002 as well as the
rules of the NYSE, in particular the corporate
governance standards under Section 303A
of the NYSE Listed Company Manual. We
comply with these standards to the extent
such provisions are applicable to us as a
foreign private issuer.
To the extent compliance with any
non-domestic rules would conflict with the
laws of Finland, we are obliged to comply
with Finnish laws and applicable regulations.
There are no significant differences in the
corporate governance practices applied by
Nokia compared with those applied by the
US companies under the NYSE corporate
governance standards with the exception that
Nokia complies with Finnish law with respect
to the approval of equity compensation plans.
Under Finnish law, stock option plans require
shareholder approval at the time of their
launch. All other plans that include the delivery
of company stock in the form of newly issued
shares or treasury shares require shareholder
approval at the time of the delivery of the
shares unless shareholder approval has
been granted through an authorization to
the Board, a maximum of five years earlier.
The NYSE corporate governance standards
require that the equity compensation plans
are approved by the company’s shareholders.
Nokia aims to minimize the necessity for, or
consequences of, conflicts between the laws
of Finland and applicable non-domestic
corporate governance standards.
In addition to the Corporate Governance
Guidelines, the Committees of the Board
have adopted charters that define each
Committee’s main duties and operating
principles. The Board has also adopted the
Code of Conduct that applies to directors,
executives, and employees of Nokia, as well
as employees of Nokia’s subsidiaries and
affiliated companies (such as joint ventures)
in which Nokia owns a majority of the shares
or exercises effective control. Furthermore,
the Board has adopted the Code of Ethics
applicable to our key executives, including
the President and CEO, CFO and
Corporate Controller.
Main corporate governance
bodies of Nokia
Pursuant to the provisions of the Finnish
Limited Liability Companies Act (2006/624,
as amended) (the Finnish Companies Act)
which is the legislation under which Nokia
operates, and Nokia’s Articles of Association,
the control and management of Nokia are
divided among shareholders at a general
meeting of shareholders, the Board, the
President and CEO and the Group Leadership
Team, chaired by the President and CEO.
General Meeting of Shareholders
Nokia’s shareholders play a key role in
corporate governance, with our Annual General
Meeting offering a regular opportunity to
exercise their decision-making power in Nokia.
In addition, at the meeting the shareholders
may exercise their right to speak and ask
questions. During the years 2020-2022 the
use of shareholder rights has taken, and will,
take place by remote means only, due to the
ongoing COVID-19 pandemic and related
precautions taken to ensure the health and
safety of our shareholders, employees and
other stakeholders. Please refer to section
“Introduction–Annual General Meeting 2021
and 2022”. A working group set up by the
Finnish Ministry of Justice is preparing an
amendment to the Finnish Companies Act to
enable fully virtual annual general meetings
and exercise of shareholder rights to their full
extent also by virtual means in the future.
Each Nokia share entitles a shareholder to one
vote at general meetings of Nokia. The Annual
General Meeting decides, among other things,
on the election and remuneration of the Board,
the adoption of annual accounts, the
distribution of retained earnings shown on the
balance sheet, discharging the members of the
Board and the President and CEO from liability,
as well as on the election and fees of the
external auditor. As of the Annual General
Meeting 2020, the Remuneration Policy is
presented to the general meeting at least
every four years and the Remuneration Report
annually as of 2021. Resolutions of the general
meeting regarding the policy and the report
are advisory.
In addition to the Annual General Meeting,
an Extraordinary General Meeting may be
convened when the Board considers such
a meeting to be necessary, or when the
provisions of the Finnish Companies Act
mandate that such a meeting must be held.
Board of Directors
The operations of Nokia are managed
under the direction of the Board, within the
framework set by the Finnish Companies Act
and Nokia’s Articles of Association as well as
any complementary rules of procedure as
defined by the Board, such as the Corporate
Governance Guidelines and the charters of
the Board’s Committees.
Election and composition of the
Board of Directors
Pursuant to the Articles of Association of
Nokia Corporation, we have a Board that is
composed of a minimum of seven and a
maximum of 12 members. The members
of the Board are elected at least annually at
each Annual General Meeting with a simple
majority of the shareholders’ votes cast at the
meeting. The term of a Board member begins
at the close of the general meeting at which
he or she was elected, or later as resolved by
the general meeting, and expires at the close
of the following Annual General Meeting.
The Annual General Meeting convenes by
30 June annually.
Our Board’s leadership structure consists of
a Chair and Vice Chair elected annually by the
Board, and confirmed by the independent
directors of the Board from among the Board
members upon the recommendation of the
Corporate Governance and Nomination
Committee. The Chair of the Board has
certain specific duties as stipulated by Finnish
law and our Corporate Governance Guidelines.
The Vice Chair of the Board assumes the
duties of the Chair of the Board in the event
he or she is prevented from performing his
or her duties.
The independent directors of the new Board
also confirm the election of the members
and chairs for the Board’s Committees from
among the Board’s independent directors
upon the recommendation of the Corporate
Governance and Nomination Committee
and based on each Committee’s member
qualification standards. These elections
take place at the Board’s assembly meeting
following the general meeting.
The Corporate Governance and Nomination
Committee’s aim is to continually renew
the Board to ensure an efficient Board of
international professionals with a diverse
mix of skills, experience and other personal
qualities in line with the diversity principles
established by the Board. The Corporate
Governance and Nomination Committee
considers potential director candidates based
on the short- and long-term needs of the
Company. In the process to identify and select
the candidates matching these needs and
desired profiles, the Committee engages
search firms and external advisors.
Board diversity
The Board has adopted principles concerning
Board diversity describing our commitment to
promoting a diverse Board composition and
how diversity is embedded into our processes
and practices when identifying and proposing
new Board candidates as well as proposing
re-election of current Board members.
At Nokia, diversity is not a static concept but
rather a relevant mix of required elements for
the Board as a whole that evolves with time
based on, among other things, the relevant
business objectives and future needs of Nokia.
The Board diversity is treated as a means of
improvement and development rather than
an end in itself. Diversity of our Board is
considered from a number of aspects including,
but not limited to, skills and experience, age,
nationality, ethnicity, cultural and educational
backgrounds, self-declared gender identity,
sexual orientation as well as other individual
qualities. The Board shall include
representatives of more than one gender.
Nokia acknowledges and supports the
resolution adopted by the Finnish
Government on 17 February 2015 on
gender equality on the boards of directors
of Finnish large and mid-cap listed companies.
We report annually on our objectives relating
to representation of genders, the means to
achieve it, and the progress we have made.
We aim to have representation of at least 40%
of the non-prevailing gender on our Board.
Currently there are six different nationalities represented on the Board and 37.5% of the Board members are female. The Board composition
proposed to the Annual General Meeting 2022 has representation of six nationalities and 40% of Board members are female.
Sari Baldauf (Board Chair)
Kari Stadigh (Board Vice Chair)
Bruce Brown
Thomas Dannenfeldt
Jeanette Horan
Edward Kozel
Søren Skou
Carla Smits-Nusteling
Gender
Female
Male
Male
Male
Female
Male
Male
Female
Year of
Birth
1955
1955
1958
1966
1955
1955
1964
1966
Nationality Tenure(1)
Finnish
Finnish
American
German
British
American
Danish
Dutch
3
10
9
1
4
4
2
5
Independence of
the company
and major
shareholders
Independent
Independent
Independent
Independent
Independent
Independent
Independent
Independent
Audit
Committee(2)
Corporate
Governance and
Nomination
Committee(2)
Personnel
Committee(2)
Technology
Committee(2)
Member
Chair
Member
Member
Member
Chair
Member
Member
Member
Chair
Member
Member
Member
Member
Member
Chair
(1) Terms as Nokia Board member before the Annual General Meeting on 8 April 2021.
(2) As of 8 April 2021.
44
NOKIA IN 2021
NOKIA IN 2021
45
Corporate governance Corporate governance statement
continued
Experience and skills of the Board members
General management and business operations
Finance and accounting
Chief Executive Officer
Communications service provider market
Chief Financial Officer
Enterprise business
Chief Technology Officer
Technology
Furthermore, the Board proposes, on
the recommendation of the Corporate
Governance and Nomination Committee,
that the following new members be elected to
the Board composition for a term ending at
the close of the next Annual General Meeting:
Lisa Hook, former President and CEO of
Neustar, Inc., Thomas Saueressig, a member
of the Executive Board of SAP SE and
Global Head of SAP Product Engineering,
and Kai Öistämö, President and CEO of
Vaisala Corporation.
The Corporate Governance and Nomination
Committee will propose in the assembly
meeting of the new Board of Directors that
Sari Baldauf be re-elected to serve as Chair
of the Board and Søren Skou to serve as the
new Vice Chair of the Board, subject to their
election to the Board of Directors.
The current and proposed members of the
Board are all non-executive. For the term that
began at the Annual General Meeting 2021
and for the term beginning at the Annual
General Meeting 2022, all Board member
candidates have been determined to be
independent of Nokia and its significant
shareholders under the Finnish corporate
governance rules and the rules of the NYSE,
as applicable. Any possible changes impacting
the independence assessment would be
assessed as of the date of the Annual
General Meeting.
As noted by the Chair of the Board in the
Annual General Meeting 2021, the Corporate
Governance and Nomination Committee
monitors closely the time commitments of
the Board members to ensure they are able
to devote the appropriate time to carry
out their duties and responsibilities. The
Corporate Governance and Nomination
Committee has prepared the proposed
composition of the Board of Directors to
the Annual General Meeting 2022 taking
into account shareholders’ expectations
and feedback in this regard.
Further, while the Finnish market practice is to
vote on the proposed Board composition as a
slate, some of our investors have expressed
their preference of being able to vote on
directors individually. Nokia has been actively
involved in the initiative to supplement
the market practice as well as the Finnish
Corporate Governance Code to enable also
individual director election method in Finland.
We plan to be among the first Finnish
companies to introduce this election method
once that will be feasible to implement in
the future Annual General Meetings to be
organized under the Finnish Companies Act
instead of the temporary COVID-19 legislation
followed in 2020–2022.
Members of the Board of Directors
Until the Annual General Meeting held on
8 April 2021, the Board consisted of nine
members: Sari Baldauf (Chair), Kari Stadigh
(Vice Chair), Bruce Brown, Thomas
Dannenfeldt, Jeanette Horan, Edward Kozel,
Elizabeth Nelson, Søren Skou and
Carla Smits-Nusteling.
The Annual General Meeting held on 8 April
2021 elected eight members to the Board for
a term ending at the close of the next Annual
General Meeting. Sari Baldauf, Bruce Brown,
Thomas Dannenfeldt, Jeanette Horan, Edward
Kozel, Søren Skou, Carla Smits-Nusteling
and Kari Stadigh were re-elected as Board
members. Following the meeting, the Board
re-elected Sari Baldauf to serve as Chair and
Kari Stadigh as Vice Chair of the Board for a
term ending at the close of the next Annual
General Meeting.
Proposals of the Board of Directors to the
Annual General Meeting 2022 were published
on 3 February 2022. On the recommendation
of the Board’s Corporate Governance and
Nomination Committee, the Board proposes
to the Annual General Meeting that the
number of Board members be ten. Kari
Stadigh has informed that he will no longer
be available to serve on the Nokia Board of
Directors after the Annual General Meeting.
Consequently, the Board proposes, on the
recommendation of the Board’s Corporate
Governance and Nomination Committee, that
the following seven current Board members
be re-elected as members of the Nokia Board
of Directors for a term ending at the close of
the next Annual General Meeting: Sari Baldauf,
Bruce Brown, Thomas Dannenfeldt,
Jeanette Horan, Edward Kozel, Søren Skou
and Carla Smits-Nusteling.
Chair Sari Baldauf
Vice Chair Kari Stadigh
Bruce Brown
Thomas Dannenfeldt
Biographical details of our current
Board members
Chair Sari Baldauf
b. 1955
Chair of the Nokia Board since 2020. Board
member since 2018. Member of the
Corporate Governance and Nomination
Committee and the Personnel Committee.
Master of Business Administration, Helsinki
School of Economics and Business
Administration, Finland. Bachelor of Science,
Helsinki School of Economics and Business
Administration, Finland. Honorary doctorates
in Technology (Helsinki University of
Technology, Finland) and Business
Administration (Turku School of Economics
and Business Administration and Aalto
University School of Business, Finland).
Executive Vice President and General Manager,
Networks Business Group, Nokia, 1998–2005.
Various executive positions at Nokia in Finland
and the United States 1983–1998.
Member of the Supervisory Board and
Member of the Nomination Committee of
Mercedes-Benz Group AG. Member of the
Board of Directors of Aalto University. Senior
Advisor of DevCo Partners Oy. Member of the
Board of Directors of Demos Helsinki. Vice
Chair of the Board of Directors and Member
of the Executive Committee of Technology
Industries of Finland.
Member of the Supervisory Board of
Deutsche Telekom AG 2012–2018. Chair of
the Board of Directors of Fortum Corporation
2011–2018. Member of the Board of
Directors of Akzo Nobel 2012–2017.
Vice Chair Kari Stadigh
b. 1955
Vice Chair of the Nokia Board since 2020.
Board member since 2011. Chair of the
Corporate Governance and Nomination
Committee and member of the Personnel
Committee.
Master of Science (Eng.), Helsinki University of
Technology, Finland. Bachelor of Business
Administration, Hanken School of Economics,
Helsinki, Finland.
Group CEO and President of Sampo plc
2009–2019. Deputy CEO of Sampo plc
2001–2009. President of Sampo Life
Insurance Company Limited 1999–2000.
President of Nova Life Insurance Company Ltd
1996–1998. President and COO of Jaakko
Pöyry Group 1991–1996.
Chair of the Board of Directors of Metso
Outotec Corporation and member of the
Remuneration and HR Committee. Chair of
the Board of Directors of Saxo Bank Group.
Chair of the Board of Directors of Mandatum
Life Insurance Company Limited 2001–2019.
Chair of the Board of Directors of If P&C
Insurance Holding Ltd 2002–2019. Member
of the Board of Directors of Nordea Bank AB
(publ) 2010–2018. Chair of the Board Risk
Committee (BRIC) of Nordea Bank AB (publ)
2011–2018.
Bruce Brown
b. 1958
Nokia Board member since 2012. Chair of
the Personnel Committee. Member of the
Corporate Governance and Nomination
Committee and the Technology Committee.
MBA Xavier University, the United States. BS
(Chemical Engineering), Polytechnic Institute
of New York University, the United States.
Chief Technology Officer of the Procter &
Gamble Company 2008–2014. Various
executive and managerial positions in Baby
Care, Feminine Care, and Beauty Care units of
the Procter & Gamble Company since 1980 in
the United States, Germany and Japan.
Member of the Board of Directors, Chair of
the Compensation Committee and member
of the Nominating and Corporate Governance
Committee of the Glatfelter Company.
Member of the Board of Directors, the Audit
Committee and the Compensation
Committee of Medpace Inc 2016–2019.
Member of the Board of Directors of Agency
for Science, Technology & Research (A*STAR)
in Singapore 2011–2018.
Thomas Dannenfeldt
b. 1966
Nokia Board member since 2020. Member
of the Audit Committee and the Technology
Committee.
Degree in Mathematics, University of Trier,
Germany.
Chief Financial Officer of Deutsche Telekom
AG 2014–2018. Chief Financial Officer of
Deutsche Telekom’s German operations
2010–2014. Various operational positions
(sales, marketing, customer care, finance and
procurement in fixed and mobile business,
national and international positions) at
Deutsche Telekom 1992–2010.
Chair of the Supervisory Board of Ceconomy
AG and Chair of the Presidential Committee,
Nomination Committee and Mediation
Committee. Member of the Board of Advisors
at axxessio GmbH.
Member of the Board of Directors of T-Mobile
US 2013–2018 and Buy-In 2013–2018.
Chair of the Board of Directors of T-Systems
International 2013–2018 and EE 2014–2016.
46
NOKIA IN 2021
NOKIA IN 2021
47
Corporate governance Corporate governance statement
continued
Jeanette Horan
b. 1955
Nokia Board member since 2017. Member
of the Audit Committee and the Technology
Committee.
Søren Skou
b. 1964
CEO of A.P. Møller – Mærsk A/S. Nokia Board
member since 2019. Member of the
Personnel Committee.
MBA, Business Administration and
Management, Boston University, the United
States. BSc, Mathematics, University of
London, the United Kingdom.
MBA (honours), IMD, Switzerland. Business
Administration, Copenhagen Business School,
Denmark. Maersk International Shipping
Education (M.I.S.E.).
Various executive and managerial positions
at IBM 1998–2015. Vice President of Digital
Equipment Corporation 1994–1998. Vice
President, Development of Open Software
Foundation 1989–1994.
Chief Executive Officer of Maersk Line
2012–2016. Chief Executive Officer of Maersk
Tankers 2001–2011. Variety of executive
roles, senior positions and other roles at A.P.
Møller – Mærsk since 1983.
Member of the Supervisory Board at Wolters
Kluwer, and the Chair of the Remuneration
Committee. Member of the Board of Advisors
at Jane Doe No More, a non-profit
organization. Member of the Board of
Directors of the Ridgefield Symphony
Orchestra, a non-profit organization.
Member of the Board of Advisors of
Cybereason 2017–2018. Member of the
Board of Directors of West Corporation
2016–2017 and Microvision 2006–2017.
Edward Kozel
b. 1955
Nokia Board member since 2017. Chair of the
Technology Committee and member of the
Audit Committee.
Degree in Electrical Engineering and
Computer Science, University of California,
the United States.
President and CEO of Range Networks
2013–2014. Owner of Open Range
2000–2013. Chief Technology and Innovation
Officer and member of the Board of
Management of Deutsche Telekom
2010–2012. CEO of Skyrider 2006–2008.
Managing Director of Integrated Finance
2005–2006. Senior Vice President, Business
development and Chief Technology Officer
and Board member of Cisco 1989–2001.
Member of the Advisory Board at Telia
Ventures.
Various Board memberships in 1999–2009.
Member of The European Round Table
for Industry.
Carla Smits-Nusteling
b. 1966
Nokia Board member since 2016. Chair of
the Audit Committee and member of the
Corporate Governance and Nomination
Committee.
Master’s Degree in Business Economics,
Erasmus University Rotterdam, the
Netherlands. Executive Master of Finance
and Control, Vrije University Amsterdam,
the Netherlands.
Member of the Board of Directors and Chief
Financial Officer of KPN 2009–2012. Various
financial positions in KPN 2000–2009. Various
financial and operational positions in TNT/PTT
Post 1990–2000.
Chair of the Board of Directors of TELE2 AB.
Member of the Board of Directors, Chair of
the Audit Committee and member of the
Remuneration and Nomination Committee
of Allegro.eu SA. Member of the Board of
Directors of the Stichting Continuïteit Ahold
Delhaize (SCAD) foundation. Lay Judge in the
Enterprise Court of the Amsterdam Court of
Appeal since 2015.
Member of the Supervisory Board and Chair
of the Audit Committee of ASML 2013–2021.
Member of the Management Board of the
Unilever Trust Office 2015–2019.
Jeanette Horan
Edward Kozel
Søren Skou
Carla Smits-Nusteling
Operations of the Board of Directors
The Board represents and is accountable to
the shareholders of Nokia. While its ultimate
statutory accountability is to the shareholders,
the Board also takes into account the interests
of the Nokia’s other stakeholders. The Board’s
responsibilities are active, not passive, and
include the responsibility to evaluate the
strategic direction of Nokia, its management
policies and the effectiveness of the
implementation of such by the management
on a regular basis. It is the responsibility of the
members of the Board to act in good faith and
with due care, so as to exercise their business
judgment on an informed basis, in a manner
that they reasonably and honestly believe
to be in the best interests of Nokia and its
shareholders. In discharging this obligation,
the members of the Board must inform
themselves of all relevant information
reasonably available to them. The Board and
each Board Committee also have the power
to appoint independent legal, financial or
other advisors as they deem necessary.
The Company will provide sufficient funding to
the Board and to each Committee to exercise
their functions and provide compensation
for the services of their advisors.
The Board is ultimately responsible for, and
its duties include, monitoring and reviewing
Nokia’s financial reporting process, the
effectiveness of related control and audit
functions and the independence of Nokia’s
external auditor, as well as monitoring the
Company’s statutory audit. The Board’s
responsibilities also include overseeing the
structure and composition of our top
management and monitoring legal compliance
and the management of risks related to our
operations. In doing so, the Board may set
annual ranges and/or individual limits for
capital expenditures, investments and
divestitures and other financial and
non-financial commitments that may not be
exceeded without a separate Board approval.
In risk management, the Board’s role
includes risk analysis and assessment
in connection with financial, strategy
and business reviews, updates and
decision-making proposals. Risk management
policies and processes are an integral part of
Board deliberations and risk-related updates
are provided to the Board on a recurring basis.
For a more detailed description of our risk
management policies and processes, refer
to “Risk management, internal control
and internal audit functions at Nokia—
Main features of risk management systems”.
The Board has the responsibility for
appointing and discharging the President,
the Chief Executive Officer, Chief Financial
Officer and Chief Legal Officer. Since
August 2020, Pekka Lundmark has served
as the President and CEO. His rights and
responsibilities include those allotted to the
President under Finnish law and he also chairs
the Group Leadership Team.
The Board approves and the independent
directors of the Board confirm the
compensation and terms of employment
of the President and CEO, subject to the
requirements of Finnish law, upon the
recommendation of the Personnel
Committee of the Board. The compensation
and terms of employment of the other Group
Leadership Team members are approved
by the Personnel Committee upon the
recommendation of the President and CEO.
Board oversight of environmental and social
activities and governance practices (ESG)
Under our Corporate Governance Guidelines,
the Board evaluates Nokia’s environmental and
social activities and governance practices
(ESG), related risks and target setting as well as
their implementation and effectiveness in the
Company. In 2021, the Board approved the
select key ESG targets on climate change and
diversity included in the short-term incentive
program and also reviewed the evolving ESG
requirements and expectations, investor
feedback and the disclosure approach. In
addition, the Board Committees monitor
environmental and social developments and
activities in the Company in their respective
areas of responsibilities. During 2021, the
Audit Committee’s responsibilities included,
amongst others, the implementation planning
of new climate and other sustainability
reporting requirements, as well as oversight
of the ethics and compliance program and
cybersecurity risks and maturity. The Audit
Committee also annually reviews sustainability
disclosures as well as the use of conflict
minerals in Nokia’s products presented in the
annual reports and the related regulatory
filings. The Personnel Committee assists the
Board in the incorporation of the ESG-related
metrics in the incentive structures and
oversees the human capital management,
including personnel policies and practices
related to Nokia culture, employee wellbeing,
diversity, recruiting, development and
retention. Corporate Governance and
Nomination Committee assesses and advises
the Board in the environmental, social and
governance (ESG) related activities and
practices aiming to enhance governance
structure supporting them. The Technology
Committee reviews how sustainability is
embedded into our technology strategy
and roadmaps.
Board evaluation
In line with our Corporate Governance
Guidelines, the Board conducts an annual
performance evaluation, which also includes
evaluation of the Board Committees’ work,
the Board and Committee Chairs and
individual Board members. The Board
evaluation is conducted as a self-evaluation
while an external evaluator is periodically
engaged. Feedback is also requested from
selected members of management as part
of the Board evaluation process. Each year,
the results of the evaluation are discussed
and analyzed by the entire Board and
improvement actions are agreed based on
such discussion. In 2021, the evaluation
process was carried out by an external
evaluator and included both a written
questionnaire and interviews.
Meetings of the Board of Directors
The Board held 12 meetings excluding Committee meetings during 2021. Approximately 67% of these meetings were regular meetings
in person or by video connection. In 2021, the meetings were mainly conducted by video connection as a consequence of the COVID-19
pandemic. The other meetings were held in writing.
Full Board
Audit Committee
Corporate Governance and Nomination Committee
Personnel Committee
Technology Committee
Meetings in person/
by video
8
7
4
5
4
Meetings
in writing
4
0
0
0
0
Attendance in
all meetings %
99
96
100
100
100
48
NOKIA IN 2021
NOKIA IN 2021
49
Corporate governance Corporate governance statement
continued
Directors’ attendance at the Board and Committee meetings in 2021 is set forth in the table below:
Sari Baldauf (Board Chair)
Kari Stadigh (Board Vice Chair)
Bruce Brown
Thomas Dannenfeldt
Jeanette Horan
Edward Kozel
Elizabeth Nelson (until 8 April 2021)
Søren Skou
Carla Smits-Nusteling
Board
meetings
%
100
100
100
100
100
92
100
100
100
Audit
Committee
meetings
%
100
100
86
100
100
Corporate
Governance
and Nomination
Committee
meetings
%
100
100
100
100
Personnel
Committee
meetings
%
100
100
100
100
100
Technology
Committee
meetings
%
100
100
100
100
100
Additionally, many of the directors attended,
as non-voting observers, meetings of a
Committee of which they were not a member.
Directors meet without the management in
connection with each regularly scheduled
meeting. According to Board practices,
meetings without management present are
only attended by non-executive directors.
These meetings are chaired by the
non-executive Chair of the Board. In case the
non-executive Chair of the Board is unable
to chair these meetings, the non-executive
Vice Chair of the Board chairs the meeting.
Additionally, the independent directors would
meet separately at least once annually. In 2021,
all members of the Board were non-executive
and determined to be independent from
Nokia and significant shareholders under the
Finnish corporate governance standards and
the rules of the NYSE.
In the continued effort to prevent the spread
of the COVID-19 pandemic, the Board of
Directors resolved pursuant to the temporary
legislation approved by the Finnish Parliament
on 3 October 2020, to hold the Annual
General Meeting 2021 without the presence
of shareholders, their proxy representatives,
the Board and the senior management.
Only the Chair of the Board Sari Baldauf
and the President and CEO Pekka Lundmark
were present in person.
Committees of the Board of Directors
The Board of Directors has four committees
that assist the Board in its duties pursuant
to their respective committee charters. The
Board may also establish ad hoc committees
for detailed reviews or consideration of
particular topics to be proposed for the
approval of the Board. Any director who so
wishes may attend, as a non-voting observer,
meetings of committees of which they are
not members.
Audit Committee
Oversees the accounting and
financial as well as non-financial
reporting processes of Nokia
and the audits of its financial
statements as well as the
internal controls and
compliance program.
Board of Directors
Corporate Governance and
Nomination Committee
Prepares the proposals for the
general meetings in respect of the
composition of the Board and the
director remuneration to be
approved by the shareholders,
and monitors issues and practices
related to corporate governance
and proposes necessary actions
in respect thereof.
Personnel Committee
Oversees the human capital
management related policies
and practices at Nokia. Assists
the Board in discharging its
responsibilities in relation to
all compensation and related
reporting, including equity
compensation, of Nokia’s
executives and their terms
of employment.
Technology Committee
Reviews key innovation and
technology initiatives of Nokia
which are formulated by the
management.
The Audit Committee
The Committee consists of a minimum of
three members of the Board who meet all
applicable independence, financial literacy and
other requirements as stipulated by Finnish
law and the rules of Nasdaq Helsinki and the
NYSE. As of 8 April 2021, the Audit Committee
has consisted of the following four members
of the Board: Carla Smits-Nusteling (Chair),
Thomas Dannenfeldt, Jeanette Horan and
Edward Kozel.
The Committee is responsible for assisting
the Board in the oversight of:
■ the quality and integrity of the Company’s
financial and non-financial statements and
related disclosures;
■ the statutory audit of the Company’s
financial statements; including the
sustainability reporting therein;
■ the external auditor’s qualifications and
independence;
■ the performance of the external auditor
subject to the requirements of Finnish law;
■ the performance of the Company’s internal
controls, risk management and the
assurance function;
■ the performance of the internal audit
function;
■ the Company’s compliance with legal and
regulatory requirements, including the
performance of its ethics and compliance
program; and
■ the pension liabilities, taxation and
cybersecurity of the Company.
In discharging its oversight role, the Audit
Committee has full access to all Company
books, records, facilities and personnel. The
Audit Committee also maintains procedures
for the receipt, retention and treatment of
complaints received by Nokia regarding
accounting, internal controls, or auditing
matters and for the confidential, anonymous
submission by our employees of concerns
relating to accounting or auditing matters.
Nokia’s disclosure controls and procedures,
which are reviewed by the Audit Committee
and approved by the President and CEO and
the Chief Financial Officer, as well as the
internal controls over financial reporting, are
designed to provide reasonable assurance
regarding the quality and integrity of Nokia’s
financial statements and related disclosures.
For further information on internal control
over financial reporting, refer to “Risk
management, internal control and internal
audit functions at Nokia–Description of
internal control procedures in relation to
the financial reporting process”.
Under Finnish law, an external auditor is
elected by a simple majority vote of the
shareholders at the Annual General Meeting
for one year at a time. The Audit Committee
prepares the proposal to the shareholders,
upon its evaluation of the qualifications and
independence of the external auditor, of the
nominee for election or re-election. Under
Finnish law, the fees of the external auditor
are also approved by the shareholders by a
simple majority vote at the Annual General
Meeting. The Committee prepares the
proposal to the shareholders in respect of
the fees of the external auditor, and approves
the external auditor’s annual audit fees under
the guidance given by the Annual General
Meeting. For information about the fees
paid to Nokia’s external auditor, Deloitte Oy,
during 2021 refer to “Auditor fees and
services” below.
The Board has determined that all members
of the Audit Committee, including its Chair,
Carla Smits-Nusteling, are “audit committee
financial experts” as defined in the
requirements of Item 16A of the Annual
Report on Form 20-F filed with the U.S.
Securities and Exchange Commission (SEC).
Ms. Smits-Nusteling and each of the other
members of the Audit Committee are
“independent directors” as defined by Finnish
law, the Finnish Corporate Governance Code
and in Section 303A.02 of the NYSE Listed
Company Manual.
The Audit Committee meets a minimum of
four times a year. The Committee meets
separately with the representatives of Nokia’s
management, heads of the internal audit, and
ethics and compliance functions, and the
external auditor in connection with each
regularly scheduled meeting. The head of the
internal audit function has, at all times, direct
access to the Audit Committee, without the
involvement of management.
Audit Committee pre-approval policies
and procedures
The Audit Committee of the Board is
responsible, among other matters, for
oversight of the external auditor’s
independence, subject to the requirements
of applicable legislation. The Audit Committee
has adopted a policy regarding an approval
procedure of audit services performed by
the external auditors of Nokia Group and
permissible non-audit services performed
by the principal external auditor of the
Nokia Group (the “Pre-approval Policy”).
Under the Pre-approval Policy, proposed
services either: (i) may be pre-approved by
the Audit Committee in accordance with
certain service categories described in the
Pre-approval Policy (general pre-approval);
or (ii) require the specific pre-approval of the
Audit Committee (specific pre-approval).
The Pre-approval Policy sets out the audit,
audit-related, tax and other services that have
received the general pre-approval of the Audit
Committee. All other audit, audit-related
(including services related to internal controls
and significant mergers and acquisitions
projects), tax and other services are subject to
specific pre-approval by the Audit Committee.
All service requests concerning generally
pre-approved services are submitted to an
appointed Audit Committee delegate within
management, who determines whether the
services are within the services generally
pre-approved services. The Pre-approval
Policy is subject to annual review by the
Audit Committee.
The Audit Committee establishes budgeted
fee levels annually for each of the categories
of audit and non-audit services that are
pre-approved under the Pre-approval Policy,
namely, audit, audit-related, tax and other
services. At each regular meeting of the Audit
Committee, the auditor provides a report in
order for the Audit Committee to review the
services that the auditor is providing, as well
as the cost of those services.
The Corporate Governance and Nomination
Committee
The Committee consists of three to five
members of the Board who meet all applicable
independence requirements as stipulated by
Finnish law and the rules of Nasdaq Helsinki
and the NYSE. As of 8 April 2021 the
Corporate Governance and Nomination
Committee has consisted of the following
four members of the Board: Kari Stadigh
(Chair), Sari Baldauf, Bruce Brown and
Carla Smits-Nusteling.
The Committee fulfills its responsibilities by:
■ actively identifying individuals qualified to
be elected members of the Board as well as
considering and evaluating the appropriate
level and structure of director
remuneration;
■ preparing and evaluating the principles
regarding Board diversity;
■ preparing proposals to the shareholders
on the director nominees for election at
the general meetings as well as director
remuneration;
■ monitoring significant developments in the
law and practice of corporate governance,
including the sustainability-related
governance trends and of the directors’
duties and responsibilities;
■ assisting the Board and each Committee
of the Board in its annual performance
evaluations, including establishing criteria
to be applied in connection with such
evaluations;
■ developing and administering Nokia’s
Corporate Governance Guidelines and
giving recommendations regarding them
to the Board; and
■ reviewing Nokia’s disclosure in the
corporate governance statement.
The Committee has the power and practice
to appoint a recruitment firm to identify
appropriate new director candidates.
50
NOKIA IN 2021
NOKIA IN 2021
51
Corporate governance
Corporate governance statement
continued
The Personnel Committee
The Committee consists of a minimum of
three members of the Board who meet all
applicable independence requirements as
stipulated by Finnish law and the rules of
Nasdaq Helsinki and the NYSE. As of 8 April
2021 the Personnel Committee has consisted
of the following four members of the Board:
Bruce Brown (Chair), Sari Baldauf, Søren Skou
and Kari Stadigh.
The Committee has overall responsibility
for evaluating, resolving and making
recommendations to the Board regarding:
■ preparing the Remuneration Policy and the
Remuneration Report;
■ compensation and terms of employment
of the Company’s senior management;
■ all equity-based plans;
■ incentive compensation plans, policies and
programs of the Company affecting
executives; and
■ possible other significant incentive plans.
The Committee is responsible for preparing
the Remuneration Policy, including Nokia’s
compensation philosophy and principles and
ensuring that the Company’s compensation
programs are performance-based, designed
to contribute to long-term shareholder value
creation in line with shareholders’ interests,
properly motivate management, are aligned
with the Remuneration Policy as well as
support overall corporate strategies.
The Committee also oversees human capital
management and periodically reviews the
personnel policies and practices of Nokia
related to human capital management
and social responsibilities relating to its
employees , including Company culture,
occupational safety, employee wellbeing,
morale, diversity, equity and inclusion, talent
management and development, succession
planning, resourcing, recruiting , attrition,
retention and employee engagement.
The Technology Committee
The Committee consists of a minimum
of three members of the Board who meet
applicable independence requirements as
stipulated by Finnish law and the rules of
Nasdaq Helsinki and the NYSE and have such
skills in innovation, technology and science
matters as the Board determines adequate
from time to time. As of 8 April 2021 the
Technology Committee has consisted of
the following four members of the Board:
Edward Kozel (Chair), Bruce Brown,
Thomas Dannenfeldt and Jeanette Horan.
In its dialogue with and provision of opinions
and advice to the management, the
Committee will periodically review:
■ the Company’s technological
competitiveness and new strategic
technology initiatives as well as market
trends, considering both organic as well
as inorganic options to retain or attain
competitiveness;
■ the Company’s approach to major
technological innovations;
■ key technology trends that may result
in disruptive threats or opportunities
and the proposals on how to adequately
address them;
■ high-level risks and opportunities
associated with the Company’s Research
and Development Programs; and
■ embedding sustainability in the technology
roadmaps.
Group Leadership Team and the
President and CEO
We have a Group Leadership Team that is
responsible for the operative management
of Nokia. The Board appoints the Chair of
the Group Leadership Team. The Group
Leadership Team is chaired by the President
and CEO. The President and CEO’s rights and
responsibilities include those allotted to the
President under Finnish law.
On 31 December 2021, the Group Leadership
Team consisted of 11 members, including
the President and CEO, representing eight
different nationalities. In total 27% of the
Group Leadership Team members were
female and 9% non-binary.
Name
Pekka Lundmark
Nassib Abou-Khalil
Nishant Batra
Ricky Corker
Federico Guillén
Jenni Lukander
Raghav Sahgal
Melissa Schoeb
Tommi Uitto
Stephanie Werner-Dietz
Marco Wirén
Position
President and CEO
Chief Legal Officer
Chief Strategy and Technology Officer
Chief Customer Experience Officer
President of Network Infrastructure
President of Nokia Technologies
President of Cloud and Network Services
Chief Corporate Affairs Officer
President of Mobile Networks
Chief People Officer
Chief Financial Officer
Gender
Male
Non-binary
Male
Male
Male
Female
Male
Female
Male
Female
Male
Year of birth
1963
1972
1978
1967
1963
1974
1962
1968
1969
1972
1966
Nationality
Finnish
Dutch
Indian
Australian
Spanish
Finnish
American
American
Finnish
German
Finnish/Swedish
On GLT since
2020
2019
2021
2019
2016
2019
2020
2021
2019
2020
2020
Ricky Corker
b. 1967
Chief Customer Experience
Officer (CCXO). Group Leadership
Team member since 2019.
Joined Nokia in 1993.
Bachelor in Communications
and Electronic Engineering from
the Royal Melbourne Institute
of Technology, Australia.
President of Customer
Operations, Americas, Nokia,
2019–2020. Executive Vice
President and President of North
America, Nokia, 2011–2018. Head
of Asia Pacific, Nokia Siemens
Networks, 2009–2011. Head of
Asia North Region, Nokia Siemens
Networks, 2008–2009. Head of
Hutchison Global Customer
Business Team, Nokia Siemens
Networks, 2007–2008. Vice
President Asia Pacific, Nokia
Networks, 2005–2007. Lead Sales
Director Asia Pacific, Nokia
Networks, 2004–2005. Account
Director Telstra, Nokia Networks,
2002–2003. Account Director
Vodafone Australia and New
Zealand, and Sales Director
Vodafone Asia Pacific Customer
Business Team, Nokia Networks,
2001–2002. Commercial Director
Global Accounts British Telecom,
Nokia Networks, 2001. Senior
sales and marketing positions
at Nokia, 1993–2001.
Pekka Lundmark
Nassib Abou-Khalil
Nishant Batra
Ricky Corker
Biographical details of the
current members of the Nokia
Group Leadership Team
Pekka Lundmark
b. 1963
President and Chief Executive
Officer (CEO) since 2020.
Rejoined Nokia in 2020.
Master of Science, Department
of Technical Physics, Helsinki
University of Technology, Finland.
President and CEO, Fortum
Corporation 2015–2020.
President and CEO, Konecranes
Plc 2005–2015 and Group
Executive Vice President
2004–2005. President and CEO,
Hackman Oyj Abp 2002–2004.
Managing Partner, Startupfactory
2000–2002. Various executive
positions at Nokia 1990–2000.
Commissioner, Broadband
Commission for Sustainable
Development. Member of the
Board, Research Institute of the
Finnish Economy (ETLA) and
Finnish Business and Policy Forum
(EVA). International Member of
the Academy, Royal Swedish
Academy of Engineering Sciences
(IVA). Member of the Board,
Finnish Athletics Federation.
Chairman of the Board,
Confederation of Finnish
Industries, 2019–2020. Member
of the Board, East Office of
Finnish Industries, 2009–2020.
Chairman of the Board,
Finnish Energy, 2016–2018.
Nassib Abou-Khalil
b. 1972
Chief Legal Officer (CLO). Group
Leadership Team member since
2019. Joined Nokia in 2014.
Bachelor of Arts (Political
Sciences), Civil Law (LL.L.),
Common Law (LL.B.) and Master
of Law (LL.M), University of
Ottawa, Canada.
Deputy Chief Legal Officer,
Business, Nokia 2019. General
Counsel, Customer Operations,
Nokia 2016–2019. Head of
Legal & compliance, MEA, Nokia
2014–2015. Head of Public Policy,
Europe, Middle East & Africa,
and General Counsel, Middle East
& Africa, Yahoo!, 2010–2014.
Regional Counsel, Middle East
& Africa and India, GE Oil & Gas,
2007–2010. Regulatory Counsel,
Etisalat, 2006–2007. Various legal
counsel roles, TMF Netherlands
2002–2006. Legal articling,
Fasken Martineau 1999–2001.
Member of the Board, Vice Chair
of the Governance Committee
and Member of the Risk
Committee, Global Legal Entity
Foundation (GLEIF).
Nishant Batra
b. 1978
Chief Strategy and Technology
Officer (CSTO). Group Leadership
Team member since 2021.
Joined Nokia in 2021.
MBA from INSEAD. Master’s
degree in Telecommunications
and a master’s degree in
Computer Science, Southern
Methodist University, Dallas, the
United States. Bachelor’s degree
in Computer Applications,
Devi Ahilya University, Indore,
Madhya Pradesh, India.
Previously Executive Vice
President and Chief Technology
Officer, Veoneer, Inc. 2018–2021.
Prior to Veoneer Inc. held several
senior positions at Ericsson,
2006–2016 in the United States,
Sweden and India.
Independent member of the
Board of Directors of Sensys
Gatso Group.
52
NOKIA IN 2021
NOKIA IN 2021
53
Corporate governance Melissa Schoeb
b. 1968
Chief Corporate Affairs Officer
(CCAO). Group Leadership Team
member since 2021. Joined Nokia
in 2021.
Bachelor of Arts in International
Relations and Spanish, University
of Mary Washington, Virginia,
the United States. Fellowship
Recipient, Four Freedoms
Foundation, Rome, Italy.
Vice President, Corporate Affairs,
Occidental, 2017–2021. Vice
President, Communications
and Public Affairs, Occidental,
2012–2017. Senior Director,
Communications and Public
Affairs, Occidental, 2007–2012.
Senior Vice President and
Senior Partner, General Manager
and other senior positions,
FleishmanHillard 2002–2007.
Director of Global
Communications, Nortel
Networks, 2000–2002.
Vice President, Technology,
FleishmanHillard, 1998–2000.
Business Director, The VenCom
Group Inc, 1995–1997.
Consultant, London United
Kingdom and Washington DC,
the United States, Gemini
Consulting, 1991–1995.
Member of the Arthur Page
Society and The Seminar. Member
of Mary Washington University
College of Business Executive
Advisory Board.
Corporate governance statement
continued
Federico Guillén
b. 1963
President of Network
Infrastructure. Group Leadership
Team member since 2016.
Joined Nokia in 2016.
Degree in Telecommunications
Engineering, ETSIT at Universidad
Politécnica de Madrid, Spain.
Master’s degree in Switching &
Communication Architectures,
ETSIT at Universidad Politécnica
de Madrid, Spain. Master’s Degree
in International Management,
ESC Lyon and Alcatel, France.
President of Customer
Operations, Europe, Middle East
& Africa and Asia Pacific, Nokia,
2018–2020. President of Fixed
Networks, Nokia, 2016–2018.
President of Fixed Networks,
Alcatel-Lucent, 2013–2016.
President and Chief Senior Officer
of Alcatel-Lucent Spain and Global
Account Manager Telefónica,
Alcatel-Lucent, 2009–2013. Vice
President Sales of Vertical Market
Sales in Western Europe,
Alcatel-Lucent, 2009. Head of
Regional Support Center, Fixed
Access Division for South Europe,
Middle East & Africa, India and
Caribbean & Latin America,
Alcatel-Lucent, 2007–2009.
President and Chief Senior
Officer, Alcatel Mexico and
Global Account Manager,
Telmex, 2003–2007. Various R&D,
portfolio and sales management
positions with Telettra in Spain,
and then with Alcatel in Spain,
Belgium and the United States
1989–2003.
Jenni Lukander
b. 1974
President of Nokia Technologies.
Group Leadership Team member
since 2019. Joined Nokia in 2007.
Master of Laws, University of
Helsinki, Finland.
Senior Vice President, Head
of Patent Business, Nokia
2018–2019. Vice President, Head
of Patent Licensing, Nokia 2018.
Vice President, Head of Litigation
and Competition Law, Nokia
2016–2018. Director, Head of
Regulatory and Competition Law,
Nokia 2015–2016. Director,
Head of Competition Law,
Nokia 2011–2015. Senior Legal
Counsel, Nokia 2007–2011.
Visiting lawyer, Nokia, 2001.
Lawyer, Roschier Ltd. 1999–2007.
Raghav Sahgal
b. 1962
President of Cloud and Network
Services. Group Leadership Team
member since 2020. Joined Nokia
in 2017.
Master of Science in Computer
Systems Management, University
of Maryland, the United States.
Bachelor of Science in Computer
Engineering, Tulane University,
New Orleans, the United States.
Executive Business Certificate in
General Management, Harvard
University, the United States.
President of Nokia Enterprise,
2020. Senior Vice President,
Nokia Software, 2017–2020.
President, NICE Ltd. Asia Pacific
and the Middle East, 2010–2017.
Advisory Board Member, Orga
Systems, 2010–2014. Vice
President, Communications
Business Unit, Asia Pacific &
Japan, Oracle, 2008–2010.
Chief Business Officer, Comverse,
2005–2006. Executive Vice
President, Asia Pacific, CSG,
2002–2005. Vice President,
Software Products Group Asia
Pacific, Lucent Technologies,
2000–2002.
Federico Guillén
Tommi Uitto
Tommi Uitto
b. 1969
President of Mobile Networks.
Group Leadership Team member
since 2019. Joined Nokia in 1996.
Stephanie Werner-Dietz
b. 1972
Chief People Officer (CPO). Group
Leadership Team member since
2020. Joined Nokia in 1998.
Marco Wirén
b. 1966
Chief Financial Officer (CFO).
Group Leadership Team member
since 2020. Joined Nokia in 2020.
Jenni Lukander
Stephanie Werner-Dietz
Raghav Sahgal
Marco Wirén
Melissa Schoeb
Diploma in Applied business
languages (Chinese) and
International business studies,
University of Applied Sciences,
Bremen, Germany.
Vice President, Global HR Center
of Expertise, Nokia, 2018–2019.
Vice President, Business HR Head
for Nokia Corporate Functions,
Nokia, 2016–2018. Head of
Business HR for Chief Finance and
Operations Officer/Organization,
Nokia, 2012–2015. Head of Nokia
Siemens Networks Business
Talent, Leadership & Organization
Development, Nokia Siemens
Networks, 2011–2012. Head of
Business HR, Nokia Radio Access,
2007–2011. Head of HR Emerging
Markets, Romania, Nokia, 2007.
Senior HR Manager, Strategic
Projects, US, Nokia, 2004–2006.
HR Manager Global Platforms,
Nokia, 2001–2004. HR Country
Manager for the Philippines,
Nokia, 1999–2001. HR Manager,
Nokia Networks for Switzerland,
Nokia, 1998–1999.
Master’s degree in Business
Administration, University of
Uppsala, Sweden. Studies in
management and strategic
leadership, including at Duke
Business School, the United
States, IMD, Switzerland and
Stockholm School of Economics,
Sweden.
President, Wärtsilä Energy and
Executive Vice President, Wärtsilä
Group, 2018–2020. Executive
Vice President and CFO, Wärtsilä
Group, 2013–2018. Executive
Vice President and CFO, SSAB
Group, 2008–2013. Vice
President, Business Control,
SSAB Group, 2007–2008. CFO,
Eltel Networks, 2006–2007.
Vice President of Business
development, Eltel Networks,
2004–2005. Head of Service
Division, Eltel Networks,
2003–2004. Vice President,
Corporate Development, Eltel
Networks, 2002–2003. Vice
President, Strategy & Business
Development, NCC Group,
1999–2002. Head of Strategic
Planning, NCC Group, 1998–1999.
Group Controller, NCC Group,
1996–1998.
Vice Chair of the Board of
Directors and Chair of the Audit
Committee, Neste Corporation.
Master’s degree in industrial
management, Helsinki
University of Technology, Finland.
Master’s degree in operations
management, Michigan
Technological University,
the United States.
Senior Vice President, Global
Product Sales, Mobile Networks,
Nokia 2016–2018. Senior Vice
President, Global Mobile
Broadband Sales, Customer
Operations, Nokia Networks,
2015–2016. Senior Vice
President, West Europe,
Customer Operations, Nokia
Networks, 2013–2015. Head
of Radio Cluster (Senior Vice
President), Mobile Broadband,
Nokia Siemens Networks,
2012–2013. Head of Global LTE
Radio Access Business Line (Vice
President) and Quality, Mobile
Broadband, Nokia Siemens
Networks, 2011–2012. Head of
Product Management, Network
Systems, Nokia Siemens
Networks, 2010. Head of Product
Management, Radio Access,
Nokia Siemens Networks, 2009.
Head of WCDMA/HSPA and Radio
Platforms Product Management,
Nokia Siemens Networks, 2008.
Head of WCDMA/HSPA Product
Line Management, Nokia Siemens
Networks, 2007. General
Manager, Radio Controller Product
Management, Nokia Networks,
2005–2007. Director, Sales &
Marketing (Lead Sales Director),
France Telecom/Orange
Nokia Networks, 2002–2005.
Operations Director, Northeast
Europe, Central & Eastern Europe
and Middle East, Nokia Networks,
1999–2002.
54
NOKIA IN 2021
NOKIA IN 2021
55
Corporate governance Corporate governance statement
continued
Summary of changes in the Group
Leadership Team in 2021 and thereafter
During 2021, the Group Leadership Team was
complemented with two new appointments:
■ Nishant Batra, Chief Strategy and
Technology Officer as of 18 January 2021;
and
■ Melissa Schoeb, Chief Corporate Affairs
Officer as of 12 April 2021.
Furthermore, the following changes took
place within the Group Leadership Team:
■ Ricky Corker, President of Customer
Operations, Americas, was appointed
Chief Customer Experience Officer as
of 1 January 2021;
■ Federico Guillén, President of Customer
Operations, EMEA & APAC, was appointed
President of Network Infrastructure as
of 1 January 2021; and
■ Raghav Sahgal, President of Nokia
Enterprise, was appointed President
of Cloud and Network Services as of
1 January 2021.
Share ownership of the Board of Directors and the Group
Leadership Team
The following table sets forth the number of shares and American Depositary Shares (ADS) held
by the members of the Board as at 31 December 2021, when they held a total of 1 116 075
shares and ADSs in Nokia, which represented approximately 0.02% of our total shares and
voting rights excluding shares held by Nokia Group.
Name
Sari Baldauf (Board Chair)
Kari Stadigh (Board Vice Chair)
Bruce Brown
Thomas Dannenfeldt
Jeanette Horan
Edward Kozel
Søren Skou
Carla Smits-Nusteling
ADSs(1)
185 656
79 008
106 070
Shares(1)
206 931
328 058
63 677
49 092
97 583
(1) The number of shares or ADSs includes shares and ADSs received as director compensation as well as shares and ADSs acquired
through other means. Stock options or other equity awards that are deemed as being beneficially owned under the applicable SEC
rules are not included.
The following table sets forth the number of shares and ADSs held by the President and CEO
and the other members of the Group Leadership Team in office as at 31 December 2021, when
they held a total of 2 724 205 shares and ADSs in Nokia, which represented approximately
0.05% of our total shares and voting rights excluding shares held by Nokia Group.
ADSs(1)
Name
Pekka Lundmark
Nassib Abou-Khalil
Nishant Batra
Ricky Corker
Federico Guillén
Jenni Lukander
Raghav Sahgal
Melissa Schoeb
Tommi Uitto
Stephanie Werner-Dietz
Marco Wirén
Position in 2021
President and CEO
Chief Legal Officer
Chief Strategy and Technology Officer
Chief Customer Experience Officer
President of Network Infrastructure
President of Nokia Technologies
President of Cloud and Network Services
Chief Corporate Affairs Officer
President of Mobile Networks
Chief People Officer
Chief Financial Officer
Shares(1)
1 232 333
89 446
23 528
272 966
317 262
49 654
303 925
86 606
86 048
32 183
230 254
(1) As at 31 December 2021, no ADSs were held by the Group Leadership Team members. The number of shares or ADSs includes
shares and ADSs received as compensation as well as shares and ADSs acquired through other means. Stock options or other
equity awards that are deemed as being beneficially owned under the applicable SEC rules are not included.
Risk management, internal
control and internal audit
functions at Nokia
Main features of risk management
systems
We have a systematic and structured
approach to risk management. Key risks and
opportunities are primarily identified against
business targets either in business operations
or as an integral part of strategy and financial
planning. Risk management covers strategic,
operational, financial, compliance and
hazard risks. Key risks and opportunities
are analyzed, managed and monitored as
part of business performance management
with the support of risk management
personnel and the centralized Enterprise Risk
Management function.
The principles documented in the Nokia
Enterprise Risk Management Policy, which is
approved by the Audit Committee of the
Board, require risk management and its
elements to be integrated into key processes.
One of the core principles is that the business
or function head is also the risk owner,
although all employees are responsible for
identifying, analyzing and managing risks,
as appropriate, given their roles and duties.
Our overall risk management concept is based
on managing the key risks that would prevent
us from meeting our objectives, rather than
focusing on eliminating all risks. In addition to
the principles defined in the Nokia Enterprise
Risk Management Policy, other key policies
reflect implementation of specific aspects
of risk management.
Key risks and opportunities are reviewed by
the Group Leadership Team and the Board
in order to create visibility on business risks
as well as to enable prioritization of risk
management activities. Overseeing risk is
an integral part of the Board’s deliberations.
The Board’s Audit Committee is responsible
for, among other matters, risk management
relating to the financial reporting process
and assisting the Board’s oversight of the risk
management function. The Board’s role in
overseeing risk includes risk analysis and
assessment in connection with financial,
strategy and business reviews, updates
and decision-making proposals.
Description of internal control
procedures in relation to the financial
reporting process
The management is responsible for
establishing and maintaining adequate
internal control over Nokia’s financial
reporting. Our internal control over financial
reporting is designed to provide reasonable
assurance to the management and the Board
regarding the reliability of financial reporting
and the preparation and fair presentation
of published financial statements.
The management conducts a yearly
assessment of Nokia’s internal controls over
financial reporting in accordance with the
Committee of Sponsoring Organizations
framework (the “COSO framework”, 2013)
and the Control Objectives for Information
and Related Technology (COBIT) framework
of internal controls. The assessment is
performed based on a top-down risk
assessment of our financial statements
covering significant accounts, processes
and locations, corporate-level controls
and information systems’ general controls.
As part of its assessment, the management
has documented:
■ the corporate-level controls, which create
the “tone from the top” containing the
Nokia values and Code of Conduct and
which provide discipline and structure
to decision-making processes and ways
of working. Selected items from our
operational mode and governance
principles are separately documented
as corporate-level controls;
■ the significant processes: (i) give a complete
end-to-end view of all financial processes;
(ii) identify key control points; (iii) identify
involved organizations; (iv) ensure coverage
for important accounts and financial
statement assertions; and (v) enable
internal control management within Nokia;
■ the control activities, which consist of
policies and procedures to ensure the
management’s directives are carried out
and the related documentation is stored
according to our document retention
practices and local statutory requirements;
and
■ the information systems’ general controls
to ensure that sufficient IT general controls,
including change management, system
development and computer operations,
as well as access and authorizations,
are in place.
Further, the management has also:
■ assessed the design of the controls in place
aimed at mitigating the financial reporting
risks;
■ tested operating effectiveness of all key
controls; and
■ evaluated all noted deficiencies in internal
controls over financial reporting in the
interim and as of year-end.
In 2021, Nokia has followed the procedures
as described above and has reported on
the progress and assessments to the
management and to the Audit Committee
of the Board on a quarterly basis.
Description of the organization of the
internal audit function
We also have an internal audit function that
examines and evaluates the adequacy and
effectiveness of our system of internal
control. Internal audit reports to the Audit
Committee of the Board. The head of the
internal audit function has direct access to
the Audit Committee, without involvement of
the management. The internal audit staffing
levels and annual budget are approved by the
Audit Committee. All authority of the internal
audit function is derived from the Board.
The internal audit aligns to the business by
business group and function.
Annually, an internal audit plan is developed
with input from the management, taking into
account key business risks and external
factors. This plan is approved by the Audit
Committee. Audits are completed across
the business focusing on site level, customer
level, business project level, IT system
implementation, IT security, operations
activities or at a Group function level. The
results of each audit are reported to the
management identifying issues, financial
impact, if any, and the correcting actions
to be completed. Quarterly, the internal
audit function communicates the progress
of the internal audit plan completion,
including the results of the closed audits,
to the Audit Committee.
Internal audit also works closely with our
Ethics and Compliance office to review
any financial concerns brought to light
from various channels and, where relevant,
works with Enterprise Risk Management
to ensure priority risk areas are reviewed
through audits.
In 2021, the internal audit plan was materially
completed. Due to some Covid-19 impacts,
a very small number of audits had to be
rescheduled to 2022. The results of these
reviews, as well as the rescheduling to 2022
were reported to the management and to
the Audit Committee.
56
NOKIA IN 2021
NOKIA IN 2021
57
Corporate governance Corporate governance statement
continued
Related party transactions
We determine and monitor related parties in
accordance with the International Accounting
Standards (IAS 24, Related Party Disclosures)
and other applicable regulations. We maintain
information on our related parties as well as
monitor and assess related party transactions.
As a main principle, all transactions should be
conducted at arm’s-length and as part of the
ordinary course of business. In exceptional
cases where these principles would be
deviated from, Nokia would set up a separate
process to determine the related parties in
question and to seek relevant approvals in
accordance with internal guidelines and
applicable regulations.
Main procedures relating
to insider administration
Our insider administration is organized
according to the applicable European Union
and Finnish laws and regulations. In addition,
the Board of Directors has approved the Nokia
Insider Policy, which sets out Nokia-wide rules
and practices to ensure full compliance with
applicable rules and that inside information
is recognized and treated in an appropriate
manner and with the highest integrity.
The Nokia Insider Policy is applicable to all
directors, executives and employees of
the Company.
Persons discharging managerial
responsibilities
Nokia has identified members of the
Board of Directors and the Group Leadership
Team as persons discharging managerial
responsibilities who, along with persons
closely associated with them, are required
to notify Nokia and the Finnish Financial
Supervisory Authority of their transactions
with Nokia’s financial instruments. Nokia
publishes the transaction notifications.
In addition, according to the Nokia Insider
Policy, persons discharging managerial
responsibilities are obligated to clear with
the Deputy Chief Legal Officer, Corporate,
a planned transaction in Nokia’s financial
instruments in advance. It is also recommended
that trading and other transactions in Nokia’s
financial instruments are carried out in times
when the information available to the market
is as complete as possible.
Closed window
Persons discharging managerial
responsibilities are subject to a closed
window period of 30 calendar days preceding
the disclosure of Nokia’s quarterly or annual
result announcements, as well as the day of
the disclosure. During the closed window
period, persons discharging managerial
responsibilities are prohibited from dealing
in Nokia’s financial instruments.
Nokia has imposed this closed window period
also on separately designated financial
reporting persons who are recurrently
involved with the preparation of Nokia’s
quarterly and annual results announcements.
These persons are separately notified
of their status as designated financial
reporting persons.
Insider registers
Nokia does not maintain a permanent
insider register. Insiders are identified on a
case-by-case basis for specific projects and
are notified of their insider status. Persons
included in a project-specific insider register
are prohibited from dealing in Nokia’s
financial instruments until the project ends
or is made public.
Supervision
Our insider administration’s responsibilities
include internal communications related
to insider matters and trading restrictions,
setting up and maintaining our insider
registers, arranging related trainings as well
as organizing and overseeing compliance
with the insider rules.
Violations of the Nokia Insider Policy must be
reported to the Deputy Chief Legal Officer,
Corporate. Nokia employees may also use
channels stated in the Nokia Code of Conduct
for reporting incidents involving suspected
violations of the Nokia Insider Policy.
Auditor fees and services
Deloitte Oy, based in Helsinki, Finland, served as our auditor for the financial year ended 31 December 2021 and for the financial year ended
31 December 2020. The auditor is elected annually by our shareholders at the Annual General Meeting for the financial year commencing next
after the election. On an annual basis, the Audit Committee of the Board prepares a proposal to the shareholders regarding the appointment
of the auditor based upon its evaluation of the qualifications and independence of the auditor to be proposed for election.
The following table presents fees by type paid to Deloitte’s network of firms for the years ended 31 December:
EURm
Audit fees(1)
Audit-related fees(2)
Tax fees(3)
All other fees(4)
Total
2021
22.0
1.9
0.2
0.1
24.2
2020
22.3
0.4
0.6
1.6
24.9
(1) Audit fees consist of fees incurred for the annual audit of the Group’s consolidated financial statements and the statutory financial statements of the Group’s subsidiaries.
(2) Audit-related fees consist of fees billed for assurance and related services that are reasonably related to the performance of the audit or review of the Group’s financial statements or that are
traditionally performed by the independent auditor, and include consultations concerning financial accounting and reporting standards; advice and assistance in connection with local statutory
accounting requirements; due diligence related to mergers and acquisitions; and audit procedures in connection with investigations in the pre-litigation phase and compliance programs. They also
include fees billed for other audit services, which are those services that only the independent auditor can reasonably provide, and include the provision of comfort letters and consents in connection
with statutory and regulatory filings and the review of documents filed with the SEC and other capital markets or local financial reporting regulatory bodies.
(3) Tax fees include fees billed for: (i) services related to tax compliance including preparation and/or review of tax returns, preparation, review and/or filing of various certificates and forms and consultation
regarding tax returns and assistance with revenue authority queries; compliance reviews, advice and assistance on other indirect taxes; and transaction cost analysis; (ii) service related to tax audits; (iii)
services related to individual compliance (preparation of individual tax returns and registrations for employees (non-executives), assistance with applying visa, residency, work permits and tax status for
expatriates); (iv) services related to technical guidance on tax matters; (v) services related to transfer pricing advice and assistance with tax clearances; and (vi) tax consultation and planning (advice on
stock-based remuneration, local employer tax laws, social security laws, employment laws and compensation programs and tax implications on short-term international transfers).
(4) Other fees include fees billed for Company establishments; liquidations; forensic accounting, data security, other consulting services and reference materials and services.
Compensation
This section sets out our remuneration
governance, policies and how they have been
implemented within Nokia. It includes our
Remuneration Report where we provide disclosure
of the compensation of our Board members
and the President and CEO for 2021.
The content of the Remuneration Report,
which will be presented to an advisory vote at
the Annual General Meeting 2022, is detailed
below. A standalone version is published on
a stock exchange release.
Other compensation-related information provided
alongside the Remuneration Report for 2021 is not
subject to a vote at the Annual General Meeting
2022, but provides further information on the
compensation policies applied within Nokia as well
as on the compensation of the rest of the Group
Leadership Team.
We report information applicable to executive
compensation in accordance with Finnish
regulatory requirements and with requirements
set forth by the U.S. Securities and Exchange
Commission that are applicable to us.
Highlights
■ 2021 was a transformational year for Nokia, including refocusing
on and strengthening our technology leadership.
■ 2021 was also the first complete year with Mr. Lundmark as
President and CEO, the first year for many of the Group Leadership
Team operating under Nokia’s new operating model, and the first
complete year operating under the new organization structure,
culture and strategy.
■ Mr. Lundmark’s compensation remained unchanged during the
year. The first tranche of restricted shares granted to him on joining
(in respect of forfeited awards from his previous employer) vested
and were released.
■ Following on from his 2020 purchase of EUR 2.6 million of shares
in the market, Mr. Lundmark committed a further EUR 2.0 million
worth of shares to the co-investment plan, ensuring that his interests
and the interests of Nokia’s shareholders remain closely aligned.
■ The business achieved excellent financial results during 2021,
resulting in an above target incentive payment with Mr. Lundmark’s
short-term incentive award at 183% of target.
■ The 2019 Performance Share Plan (in respect of performance during
the years 2019-2021) paid out at 53% of target. Mr. Lundmark did
not have any awards under this plan.
■ Achievement of our incentivized Environmental, Societal and
Governance (ESG) metrics was mixed with overall achievement
of our emissions targets and under-performance against our
diversity targets.
■ Our pay policies and practices continue to ensure that there is
no unexplained gender based pay gap in Nokia.
Word from the Chair of the Personnel
Committee of the Board
Dear Fellow Shareholder,
I am delighted to present this year’s compensation report, in a year
that was transformational for Nokia and where Nokia reset itself and
achieved strong financial performance with significantly improved
profitability and cash generation. These results provide confidence
that our new strategy, new operating model and new culture are
delivering the types of results our shareholders expect.
Business context
The Letter from our President and CEO sets out more detail, with 2021
a year in which the new Nokia strategy delivered great results and our
annual incentive plans paid out accordingly. Our performance was
reflected in Nokia’s share price as well. Our continued use in 2021 of
a long-term performance metric based on shareholder return ensures
that shareholders and executives are aligned for the short and long
term and there are direct links between executive compensation
and shareholder value.
In 2021, we maintained the compensation approach set by the policy
approved by shareholders in 2020 and applied to Mr. Lundmark when
he was appointed. The Remuneration Report, and all elements of
the compensation delivered in 2021, are fully consistent with the
approved policy.
58
NOKIA IN 2021
NOKIA IN 2021
59
Corporate governance
Compensation
continued
Strategy and compensation
At the core of Nokia’s philosophy lie two principles:
■ Pay for performance and aligning the interests of employees with
shareholders; and
■ Ensuring that compensation programs and policies support the
delivery of the corporate strategy and create long-term sustainable
shareholder value.
Shareholder outreach
I was delighted that 93% of votes cast at the Annual General Meeting
in 2021 supported the remuneration report. During 2021 we met
with 15 of our largest shareholders and a number of other key
stakeholders, discussing a range of issues, primarily focused on
governance and ESG. These meetings have helped to inform our views
and strengthen our belief that ESG measures are a core component
of our incentive plans.
The Personnel Committee reviewed our compensation peer group and
adjusted this to reflect a group better aligned with our new direction,
strategy and market focus. Full details of the changes are presented
later in this section; in summary, of the previous group of 14 companies
we removed two telecoms companies and added a further 15 (mostly
technology) companies giving a new peer group of 27 comparators.
CEO compensation
During 2021, there was no increase to Pekka Lundmark’s base salary
and target incentives.
■ Mr. Lundmark’s bonus for 2021 was at 183% of target totaling
EUR 2 975 781. This reflects the strong business performance and
the progress made in transforming Nokia to deliver the types of
results that our shareholders expect.
■ Mr. Lundmark participated in the eLTI 2021 co-investment plan.
His commitment of EUR 2.0 million worth of shares is a significant
sign of his commitment to Nokia and helps to ensure his interest
and the interest of our shareholders are closely aligned. As a
reminder, the payout of this co-investment plan is determined
by total shareholder return.
■ The first tranche of Mr. Lundmark’s restricted shares, awarded
to him in 2020 in respect of forfeited compensation from his
previous employer, vested in October 2021. This tranche totaled
117 467 shares and further tranches are due for release in 2022
and 2023 subject to his continued service.
2021 remuneration outcomes
The 2021 Short-Term Incentive outcome for the President and CEO
at 183% of overall target reflects Nokia’s excellent 2021 performance.
The strong financial performance was however tempered by lower
ESG outcomes, representing 56% of target for this portion of the
annual incentive.
The 2019 Long-Term Incentive vested at the end of 2021.
The outcome, at 53% of target, reflects the aggregate outcomes
for the three-year performance period 2019–2021.
Share ownership requirement
Mr. Lundmark started his tenure with Nokia with a significant purchase
of EUR 2.6 million of shares in 2020 and has continued to acquire
Nokia shares during 2021. He now exceeds the shareholding
requirement with a holding worth approximately five times his annual
base salary. This is a sign of his commitment to and alignment with
Nokia’s long-term success.
Short- and long-term incentives in 2022
Our 2022 incentive plans follow this structure, which is the same as 2021:
Delivering sustainable value – Long-term incentive
Absolute Total Shareholder Return 100%
Focus on increase in share price and restoration of the dividend
Delivering the next year’s step in the strategic plan –
Short-term incentive
Comparable
operating profit
70%
Deliver
comparable
operating profit
Strategic
objective 20%
Deliver meaningful
strategic actions
Environmental, social and
governance aspects (ESG)
10%
Deliver on our responsibilities
to reduce carbon emissions
and become a more diverse
employer
The 2022 long-term incentive is based on performance over the life of
the three-year plan from the date of the award. The metric is absolute
total shareholder return (TSR) measured by dividend adjusted share
price at the end of the performance period. By using this metric,
we will incentivize executives to deliver the desired business results
and support the restoration of the dividend and the transparency
for participants to see how the plan is performing. We believe that
absolute TSR is a more suitable metric than relative TSR given the
Company’s turnaround phase where the most relevant benchmark
is its own baseline.
Our compensation approach and structure is, has, and continues
to play a key role in supporting Nokia’s reset and sustainable share
price growth.
In the Remuneration Report, we also show a comparison of the
development of compensation for the Board members and the
President and CEO, against average employee remuneration
and Nokia’s financial development over the last five years.
The comparison shows a clear link between President and CEO
pay and Company performance.
Bruce Brown, Chair of the Personnel Committee
Remuneration for the term that began at the Annual General Meeting
held on 8 April 2021 and ends at the close of the Annual General
Meeting in 2022 consists of the following fees:
Annual fee(1)
Chair
Vice Chair
Member
Chair of Audit Committee
Member of Audit Committee
Chair of Personnel Committee
Member of Personnel Committee
Chair of Technology Committee
Member of Technology Committee
Meeting fee(2)
Meeting requiring intercontinental travel
Meeting requiring continental travel
EUR
440 000
185 000
160 000
30 000
15 000
30 000
15 000
20 000
10 000
EUR
5 000
2 000
(1) The fees payable to the Committee Chairs and members are not paid to the Chair of the Board
for her service in any of the Board Committees.
(2) Paid for a maximum of seven meetings per term. Not paid to the Chair of the Board.
Proposals of the Board of Directors to the Annual General Meeting 2022
were published on 3 February 2022. To ensure the competitiveness
of the Board remuneration and reflecting the fee development in
Nokia’s global peer group, the Corporate Governance and Nomination
Committee has recommended to the Board that the annual fees
of Board members, save for the Chair, would be proposed to be
increased with EUR 10 000. Other remuneration payable to the Board
and Committee members would remain unchanged and thereby no
additional annual fee is proposed to be paid to the members of the
Corporate Governance and Nomination Committee or the Chair of
the Board for her service in any of the Board Committees.
Consequently, on the recommendation of the Board’s Corporate
Governance and Nomination Committee and in line with Nokia’s
Remuneration Policy, the Board of Directors proposes to the Annual
General Meeting 2022 that the annual fee payable for a term ending
at the close of the next Annual General Meeting be as follows:
EUR 440 000 for the Chair of the Board, EUR 195 000 for the Vice
Chair of the Board, EUR 170 000 for each member of the Board,
EUR 30 000 each for the Chairs of the Audit Committee and the
Personnel Committee and EUR 20 000 for the Chair of the Technology
Committee as an additional annual fee, EUR 15 000 for each member
of the Audit Committee and Personnel Committee and EUR 10 000
for each member of the Technology Committee as an additional
annual fee.
In order to align the interests of the Board members with those of the
shareholders, it is proposed that, in line with the Company’s Corporate
Governance Guidelines, approximately 40% of the annual fee be paid
in Nokia shares either purchased from the market on behalf of the
Board members or alternatively delivered as treasury shares held by
the Company. The Board also proposes that members of the Board
of Directors shall be compensated for travel and accommodation
expenses as well as other costs directly related to Board and Board
Committee work. The meeting fee, travel expenses and other
expenses would be paid in cash.
Remuneration Policy
Nokia Corporation’s Remuneration Policy was supported at the Annual
General Meeting 2020 receiving 86% of votes in favor. This policy
remained in force during 2021. The information below is provided
as a summary for ease of reference.
In addition to applying the Remuneration Policy to our President and
CEO, the principles of our policy extend to the Group Leadership
Team. This includes caps to equity award amounts and provisions
related to clawback.
The Board regularly monitors the effectiveness of the measures
used in our incentive plans to ensure that they align with and drive
the strategy of the Company.
Remuneration summary for the Board of Directors
The Board’s Corporate Governance and Nomination Committee
periodically reviews the remuneration for the Chair and members of
the Board against companies of similar size and complexity. The
objective of the Corporate Governance and Nomination Committee
is to enable Nokia to compete for the top-of-the-class Board
competence in order to maximize the value creation for the
shareholders. The Committee’s aim is to ensure that the Company
has an efficient Board comprised of international professionals
representing a diverse and relevant mix of skills, experience,
background and other personal qualities in line with the diversity
principles established by the Board. Competitive Board remuneration
contributes to the achievement of this target.
The Annual General Meeting resolves annually on the remuneration
to the Chair and members of the Board. The Chair of the Board’s
remuneration was last changed in 2008. The Board members’
annual fees were last changed in 2016 and prior to that in 2007.
The structure of the Board remuneration for the current term of
the Board is set out in the table below.
Fees
Fees consist of annual fees and meeting fees.
Approximately 40% of the annual fee is paid in Nokia
shares purchased from the market on behalf of the
Board members or alternatively delivered as treasury
shares held by the Company. The balance is paid in
cash, most of which is typically used to cover taxes
arising from the paid remuneration.
Meeting fees are paid in cash.
No meeting fees and no additional annual fees based
on service in any of the Board Committees are paid to
the Chair of the Board.
Non-executive directors are not eligible to participate
in any Nokia incentive plans and do not receive
performance shares, restricted shares or any other
equity-based or other form of variable compensation
for their duties as members of the Board.
Non-executive directors do not participate in any
Nokia pension plans.
Members of the Board shall normally retain until the
end of their directorship such number of shares that
corresponds to the number of shares they have
received as Board remuneration during their first
three years of service in the Board (the net amount
received after deducting those shares needed to
offset any costs relating to the acquisition of the
shares, including taxes).
Directors are compensated for travel and
accommodation expenses as well as other costs
directly related to Board and Committee work.
This compensation is paid in cash.
Incentives
Pensions
Share
ownership
requirement
Other
60
NOKIA IN 2021
NOKIA IN 2021
61
Corporate governance
Compensation
continued
Remuneration summary for the President and CEO
Element
Name
Year ending 31 December 2022,
in accordance with the approved
Remuneration Policy
Pekka Lundmark
Base salary
EUR 1 300 000
Year ended
31 December 2021
Pekka Lundmark
EUR 1 300 000
Short-term
incentives
Measures:
Measures:
■ 100% Nokia scorecard
■ 100% Nokia scorecard
– 70% comparable
operating profit
– 70% comparable
operating profit
Long-term
incentives
(Performance
Shares)
– 20% strategic objectives
– 20% strategic objectives
– 10% environment, social
and governance objectives
– 10% environment, social
and governance objectives
Target award: 200% of
base salary (EUR 2 600 000)
Target award: 200%
of base salary (EUR 2 600 000)
Minimum 0%
of base salary
Maximum 400%
of base salary(1)
Minimum 0% of base salary
Maximum 400% of base salary(1)
Metric: Absolute Total Shareholder
Return
Provide competitive base salary to attract
and retain individual with the requisite level
of knowledge, skills and experience to lead
our businesses
To incentivize and reward performance
against delivery of the annual business plan
To reward for delivery of sustainable
long-term performance, align the
President and CEO’s interests with
those of shareholders and aid retention.
Pension
Metric: Absolute Total Shareholder
Return
Contribution to the mandatory
TyEL pension plan in Finland.
Contribution to the mandatory
TyEL pension plan in Finland.
To provide for retirement with a level
of certainty.
Benefits &
mobility
Total Target
Remuneration
Share ownership
requirement
Life and critical illness insurance,
private medical insurance and
company car.
EUR 5 525 000
Life and critical illness insurance,
private medical insurance and
company car.
EUR 5 525 000(2)
To attract, retain and protect the
President and CEO.
Requirement: 3 times annual
base salary
Requirement: 3 times annual
base salary
Requirement (value):
EUR 3 900 000
Requirement (value):
EUR 3 900 000
(1) Excluding share price growth
(2) Excluding 2020 and 2021 matching performance share awards under the eLTI co-investment arrangement
Purpose
Operation
Opportunity
Base pay is normally reviewed annually taking into consideration
a variety of factors, including, for example, the following:
■ performance of the Company and the individual;
■ remuneration of our external comparator group;
■ changes in individual responsibilities; and
■ employee salary increases across Nokia and in the local market.
Short-term incentives are based on performance against
single-year targets and normally paid in cash.
Targets for the short-term incentives are set at the start of the
year, in the context of analyst expectations and the annual plan,
selecting measures that align to the delivery of Nokia’s strategy.
Achievement is assessed at the end of the year.
Short-term incentives are subject to the clawback policy
(see below).
Long-term incentive awards are normally made in performance
shares and paid for performance against longer-term targets.
Targets are set in the context of the Nokia long-term plans and
analyst forecasts ensuring that they are considered both
demanding and motivational.
Long-term incentives are subject to the clawback policy
(see below).
Retirement age is defined and pensions are provided in line with
local country arrangements; in Finland this is the statutory Finnish
pension system (Finnish TyEL).
Under the TyEL arrangements, base salary, incentives and other
taxable benefits are included in the definition of earnings while
gains from equity-related plans are not.
No supplemental pension arrangements are provided in Finland.
Benefits are made available as part of the same policy that applies
to employees more broadly in the relevant country, with additional
security provisions, as appropriate.
Pay reviews are set within the context of employee increases
and changes within the Nokia peer group. Changes reflect not
only improving performance but also improving competence
and skills as would be applied to any other employee in Nokia.
Target award: 125% of base salary
Minimum 0% of base salary
Maximum 281.25% of base salary
Target award: 200% of base salary
Minimum 0% of base salary
Maximum 400% of base salary(1).
The Board’s Personnel Committee retains discretion to make
awards up to twice that level in exceptional circumstances
such as for example upon recruitment, significant change in
responsibilities, significant strategic change or other similar
events. The use of discretion would be explained at the time.
Pursuant to Finnish legislation, Nokia is required to make
contributions to the Finnish TyEL pension arrangements in
respect of the President and CEO. Such payments can be
characterized as defined contribution payments. The amount
is disclosed in the Remuneration Report.
The value will be the cost to the company.
62
NOKIA IN 2021
NOKIA IN 2021
63
Corporate governance
Compensation
continued
Illustration of the earning opportunity for the President
and CEO
The illustration below shows the pay components of the President and
CEO at minimum, target and maximum payout. It includes an annual
apportionment of both 2020 and 2021 eLTI co-investment plans.
Mr. Lundmark chose to invest in both years aligning a considerable
proportion of his incentive directly to shareholder return.
Earning opportunity of the President and CEO (EURm)
16
14
12
10
8
6
4
2
0
Min
Target
Max
Base salary
Short-term incentive
Long-term incentive
Co-investment arrangement
Share ownership requirement
Nokia believes that it is desirable for its executives to own shares in
Nokia to align their interests with those of shareholders and to ensure
that their decisions are in the long-term interest of the company. The
President and CEO is required to own three times his or her annual
base salary in Nokia shares and is given a period of five years from
appointment to achieve the required level of share ownership.
Remuneration on recruitment
Our policy on recruitment is to offer a compensation package that is
sufficient to attract, retain and motivate the individual with the right
skills for the required role.
On occasion, we may offer compensation to buy out awards or other
lost compensation which the candidate held prior to joining Nokia,
but which lapsed upon the candidate leaving their previous employer.
Due consideration is given to the potential value and timing of such
awards, taking into account any conditions attached to the awards
and the likely performance against such conditions.
Clawback
The President and CEO is subject to a clawback policy where any
restatement of financial results may result in the reclaiming of
amounts previously paid, which had been based on numbers that
have since been materially restated. Any such reclaimed amount,
and the period over which payments can be reclaimed, will take
into account the circumstances and duration of any misstatement.
In the case of unintentional misstatement, payments made within
the last three years may be subject to the policy at the discretion
of the Personnel Committee.
Termination provisions
In the event of a termination of employment, any payable
compensation is determined in line with legal advice regarding local
legislation, country policies, contractual obligations and the rules
of the applicable incentive and benefit plans. Current termination
provisions of the President and CEO’s service agreement are described
in the Remuneration Report.
Change of control arrangements, if any, are based on a double trigger
structure, which means that both a specified change of control event
and termination of the individual’s employment must take place
for any change of control-based severance payment to materialize.
Please note that the Remuneration Report, applicable to the Board and President and CEO, subject to an
advisory vote at the Annual General Meeting 2022, starts below and is also published on a stock exchange
release. Other compensation-related information provided before and after the Remuneration Report is not
subject to a vote at the Annual General Meeting 2022, but provides further information on the compensation
policies applied within Nokia and the compensation of the Group Leadership Team.
Remuneration Report 2021
Introduction
This Remuneration Report of Nokia Corporation (the Report) has been approved by the company’s Board of Directors (the Board) to be
presented to the Annual General Meeting 2022. The resolution of the Annual General Meeting on the Report is advisory. The Report
presents the remuneration of the Board members and the President and CEO for the financial year 2021 in accordance with the Finnish
Decree of the Ministry of Finance 608/2019, the Finnish Corporate Governance Code of 2020 as well as other applicable Finnish laws and
regulations. The members of the Board and the President and CEO have been remunerated in accordance with our approved Remuneration
Policy during the financial year 2021.
In 2021 our remuneration structure promoted the company’s long-term financial success by setting the performance criteria for short-
and long-term incentives to support the company’s short- and long-term goals, as well as through shareholding requirements set for
the President and CEO and the Board members. Aligned with Nokia’s pay-for-performance remuneration principle, performance-based
compensation was emphasized over fixed base salary. The setting and application of the performance criteria for incentive programs
executed the philosophy of pay-for-performance and supported the delivery of the corporate strategy as well as the creation of long-term
sustainable shareholder value.
The table below compares the development of the remuneration of our Board of Directors, President and CEO, average employee pay and
company performance.
Year
2017
2018
2019
2020
2021
Aggregate remuneration
of the Board of
Directors (EUR)(1)
2 138 000
2 203 000
2 219 000
2 016 000
1 821 000
President and
CEO actual
remuneration (EUR)(2)
Average Salaries
and Wages (EUR)(3)
6 423 559
4 651 009
3 897 625
3 587 781
4 908 244
63 461
63 220
61 980
65 787
70 411
Net sales (EURm)
23 147
22 563
23 315
21 852
22 202
Total Shareholder Return
(Rebased to 100 at
31 Dec 2016)(4)
64.05
85.92
57.48
54.95
132.63
(1) Aggregate total remuneration paid to the members of the Board during the financial year as annual fee and meeting fee, as applicable, and as approved by general meetings of shareholders.
The value depends on the number of members elected to the Board for each term as well as on the composition of the Board committees and travel required.
(2) The President and CEO actual remuneration represents the combined total in 2020, when Mr. Lundmark replaced Mr. Suri.
(3) Average salaries and wages are based on average employee numbers and total salaries and wages as reported in the Company’s financial statements.
(4) Total shareholder return on last trading day of the previous year.
We also present this data graphically:
Comparative data (rebased year end 2016 = 100)
150%
100%
50%
0
2016
2017
2018
2019
2020
2021
Remuneration of the Board of Directors
President and CEO actual remuneration
Average salaries and wages
Net sales
Total Shareholder Return
64
NOKIA IN 2021
NOKIA IN 2021
65
Corporate governance Compensation
continued
While the graph reflects the Euro values paid during each financial year, in practice the Board members’ remuneration closely aligns with the
performance of the Company and the total shareholder return. Approximately 40% of the Board members’ annual fees were paid in Nokia
shares purchased from the market on their behalf and the directors shall retain until the end of their directorship such number of shares
that corresponds to the number of shares they have received as Board remuneration during their first three years of service on the Board.
The rest of the annual fee was paid in cash, most of which is typically used to cover taxes arising from the remuneration. It is the Company’s
policy that the non-executive members of the Board do not participate in any of Nokia’s equity programs and do not receive performance
shares, restricted shares, or any other equity-based or other variable compensation for their duties as Board members. All members of the
Board were non-executive during the financial years 2017–2021.
The pay-for-performance remuneration principle applied to the President and CEO as well as the shareholding requirement of the
President and CEO and the Board members, as applicable, contribute to an alignment of interests with shareholders, while also promoting
and incentivizing decisions that are in the long-term interest of the Company.
We look forward to our shareholders’ support and confirmation that the Report is aligned with the Remuneration Policy.
Board of Directors
The shareholders resolve annually on director remuneration based on a proposal made by the Board of Directors on the recommendation
of the Board’s Corporate Governance and Nomination Committee.
At the Annual General Meeting held on 8 April 2021, Elizabeth Nelson stepped down from the Board and the Annual General Meeting
resolved to elect eight members to the Board. The following Board members were re-elected for a term ending at the close of the Annual
General Meeting 2022: Sari Baldauf, Bruce Brown, Thomas Dannenfeldt, Jeanette Horan, Edward Kozel, Søren Skou, Carla Smits-Nusteling
and Kari Stadigh.
The aggregate amount of compensation paid to Board members in 2021 equaled EUR 1 821 000 of which EUR 1 770 000 consisted of
annual fees and the rest of meeting fees. In accordance with the resolution by the Annual General Meeting 2021, approximately 40% of the
annual fee from Board and Board Committee work was paid in Nokia shares purchased from the market on behalf of the Board members
following the Annual General Meeting. The directors shall retain until the end of their directorship such number of shares that corresponds
to the number of shares they have received as Board remuneration during their first three years of service in the Board. The rest of the
annual fee was paid in cash, most of which is typically used to cover taxes arising from the remuneration. All meeting fees were paid in cash.
It is the Company’s policy that the non-executive members of the Board do not participate in any of Nokia’s equity programs and do not
receive performance shares, restricted shares, or any other equity-based or other variable compensation for their duties as Board
members. No such variable compensation was paid since all persons acting as Board members during the financial year 2021 were
non-executive.
The following table outlines the total annual compensation paid in 2021 to the members of the Board for their services, as resolved by the
shareholders at the Annual General Meeting.
Sari Baldauf (Board Chair)
Kari Stadigh (Board Vice Chair)
Bruce Brown
Thomas Dannenfeldt
Jeanette Horan
Edward Kozel
Elizabeth Nelson (until 8 April 2021)(2)
Søren Skou
Carla Smits-Nusteling
Total
Annual fee (EUR) Meeting fees (EUR)(1)
440 000
200 000
200 000
185 000
185 000
195 000
–
175 000
190 000
1 770 000
–
7 000
7 000
7 000
7 000
7 000
–
7 000
9 000
51 000
Total
remuneration
paid (EUR)
440 000
207 000
207 000
192 000
192 000
202 000
–
182 000
199 000
1 821 000
40% of annual
fees paid in
shares (EUR)
176 000
80 000
80 000
74 000
74 000
78 000
–
70 000
76 000
708 000
60% of annual
fees and all
meeting fees paid
in cash (EUR)
264 000
127 000
127 000
118 000
118 000
124 000
–
112 000
123 000
1 113 000
Number of Shares
Approximately 40%
of the annual fee
43 711
19 868
19 868
18 378
18 378
19 372
–
17 385
18 875
175 835
(1) Meeting fees include all meeting fees paid for the term that ended at the Annual General Meeting held on 8 April 2021 and meeting fees accrued and paid in 2021 for the term that began at the
same meeting.
(2) Stepped down at the Annual General Meeting on 8 April 2021 and thus did not receive any annual fee in 2021.
The President and CEO
The following table shows the actual remuneration received by Mr. Lundmark in 2021 and aggregate figures for Pekka Lundmark and
Rajeev Suri as President and CEO in 2020 (individual disclosure was contained in last year’s report). The long-term incentive payments
reflect actual payments in the respective years attributable to the vesting of the 2018 Nokia performance share plan in 2021 (comparative
figures show the payment of the 2017 Nokia performance share plan in 2020).
EUR
Salary
Short-term incentive(2)
Long-term incentive(3)
Other compensation(4)
Total
2021
(Lundmark)
1 300 000
2 975 781
596 732
35 731
4 908 244
Pay mix(1)
27%
61%
12%
2020
(Combined)
1 301 032
1 518 765
687 740
80 244
3 587 781
Pay mix(1)
37%
43%
20%
(1) Pay mix reflects the proportions of base salary, short-term incentive and long-term incentive of total compensation, excluding other compensation.
(2) Short-term incentives represent amounts earned in respect of the financial year, but that are paid in April of the following year.
(3) Mr. Suri’s 2019 pro-rated LTI vested in 2021 and will be released in March 2022; this is estimated at EUR 1 281 535 and is excluded from the table above.
(4) Other compensation includes benefits such as telephone, car, driver, tax compliance support, and medical insurance.
Pursuant to Finnish legislation, Nokia is required to make contributions to the Finnish TyEL pension arrangements in respect of the
President and CEO. Such payments can be characterized as defined contribution payments. In 2021, payments to the Finnish state pension
system equaled EUR 314 457 for Mr. Lundmark in respect of his service as President and CEO (EUR 103 256 for Mr. Lundmark in 2020 as a
split year). No supplementary pension arrangements were offered.
Short-term incentive
The 2021 short-term incentive framework for the President and CEO was based on financial, strategic and ESG objectives. Achievement
against the 2021 targets was as follows:
Metric
Comparable Operating Profit
Diversity
Emissions Scopes 1,2 and 3
Strategic Objectives
Weight
70%
5%
5%
20%
Target
1 823 EURm
Diversity of new hires
411 125 tCO2e (Scopes 1 and 2),
1 463 tCO2e/EURm (Scope 3)
Individual objectives
Achievement
225%
0%
112.5%
100%
Accordingly, the short-term incentive of Mr. Lundmark as the President and CEO equaled EUR 2 975 781 or 183% of the target award.
Long-term incentives
In 2021, Mr. Lundmark was awarded the following equity awards under the Nokia equity program. The performance condition for the 2021
performance shares is based on absolute total shareholder return and the actual achievement will be detailed following the end of the
three-year performance period. The eLTI plan is a co-investment plan applicable to the President and CEO and a select number of other
senior executives, which provides for a 2:1 award of Nokia Performance Shares in return for purchase and continued holding of Nokia
shares. This substantial personal investment in Nokia shares directly aligns Mr. Lundmark’s interests with those of shareholders. The award
payout is determined by absolute total shareholder return.
Performance share awards(1)
Awarded as regular performance share award
Awarded as eLTI performance share award
Units awarded
769 200
962 180
Grant date fair value
(EUR)
2 607 588
4 089 265
Grant date
25 March 2021
1 June 2021
Vesting
Q1 2024
Q2 2024
(1) The 2021 performance shares (regular and eLTI) have a three-year performance period based on absolute total shareholder return. The maximum payout is 200% subject to maximum
performance against the performance criterion. Vesting is subject to continued employment.
Vesting for President and CEO during the year
The first tranche of Mr. Lundmark’s 2020 restricted share award, made to him on joining in recognition of forfeited awards from his previous
employer, vested on 1 October 2021, releasing 117 467 shares to the value of EUR 596 732.
Share awards vesting during the year
2020 Restricted Share Award Tranche 1
Units awarded
117 467
Target
N/A
Achievement
N/A
Units vesting
117 467
66
NOKIA IN 2021
NOKIA IN 2021
67
Corporate governance Compensation
continued
Vesting for former President and CEO during the year
Mr. Suri’s pro-rated 2019 Performance Share Award vested on 31 December 2021 and will be released in March 2022. The award was
pro-rated to 66.67% reflecting his two years of service during the performance period, and vesting was at 53% resulting in a projected
release of 229 913 shares with an estimated value of EUR 1 281 535 (using the 31 December 2021 share price). The Board decided this
pro-rated vesting to Mr. Suri to ensure his full commitment to the successful leadership transition that was critical for the Company in the
period before Mr. Lundmark was released by his previous employer, during the early stages of the COVID-19 pandemic.
Performance Share Award 2019
Units awarded
Target
2019 annual award
650 699
Market share, earnings per share, free cash flow
Units vesting
229 913
Share ownership
Our share ownership policy requires that the President and CEO holds a minimum of three times his or her annual base salary in Nokia
shares in order to ensure alignment with shareholder interests over the long term. Mr. Lundmark significantly exceeds this requirement with
a holding of approximately five times base salary, well within the five-year period permitted.
Mr. Lundmark
Beneficially owned shares as of 31 December 2021
Unvested shares under outstanding Nokia equity plans(2)
Total
(1) The values are based on the closing price of a Nokia share of EUR 5.574 on Nasdaq Helsinki on 31 December 2021.
(2) The number of units represents the number of unvested awards as of 31 December 2021.
Mr. Lundmark’s termination provisions are as follows:
Units
1 232 333
4 029 007
5 261 340
Value(1) (EUR)
6 869 024
22 457 685
29 326 709
Termination by Reason
Cause
Nokia
Notice
None
Nokia
Reasons other
than cause
Up to 12 months
President
and CEO
Any reason
12 months
President
and CEO
Nokia’s material
breach of the service
agreement
Up to 12 months
Compensation
The President and CEO is entitled to no additional compensation and all
unvested equity awards would be forfeited after termination.
The President and CEO is entitled to a severance payment equaling up to
12 months of compensation (including annual base salary, benefits, and
target incentive) and unvested equity awards would be forfeited after
termination.
The President and CEO may terminate his service agreement at any time
with 12 months’ prior notice. The President and CEO would either continue
to receive salary and benefits during the notice period or, at Nokia’s
discretion, a lump sum of equivalent value. Additionally, the President and
CEO would be entitled to any short or long-term incentives that would
normally vest during the notice period. Any unvested equity awards would
be forfeited after termination.
In the event that the President and CEO terminates his service agreement
based on a final arbitration award demonstrating Nokia’s material breach of
the service agreement, he is entitled to a severance payment equaling up to
12 months of compensation (including annual base salary, benefits and target
incentive). Any unvested equity awards would be forfeited after termination.
The President and CEO is subject to a 12-month non-competition and non-solicit obligation that applies after the termination of the
service agreement or the date when he is released from his obligations and responsibilities, whichever occurs earlier.
Remuneration governance
We manage our remuneration through clearly defined processes,
with well-defined governance principles, ensuring that no individual
is involved in the decision-making related to their own remuneration
and that there is appropriate oversight of any compensation decision.
Remuneration of the Board is annually presented to shareholders for
approval at the Annual General Meeting and the remuneration of the
President and CEO is approved by the Board.
The Board submits its proposal to the Annual General Meeting on
the recommendation of the Board’s Corporate Governance and
Nomination Committee, which actively considers and evaluates
the appropriate level and structure of directors’ remuneration.
Shareholders also authorize the Board to resolve to issue shares,
for example to settle Nokia’s equity-based incentive plans, based on
the proposal of the Board.
The Board of Directors approves, and the independent members
of the Board confirm, the compensation of the President and CEO,
upon recommendation of the Personnel Committee. The Personnel
Committee consults regularly with the President and CEO and the
Chief People Officer though they are not present when their own
compensation is reviewed or discussed. This enables the Personnel
Committee to be mindful of employee pay and conditions across the
broader employee population. The Committee has the power, in its
sole discretion, to retain compensation consultants to assist the
Personnel Committee in evaluating executive compensation.
The Personnel Committee Chair regularly engages with shareholders
on pay and broader matters to hear their views on our compensation
policies, programs and associated disclosures and reflect on their
feedback. In recent years this feedback has informed the increase
in performance periods for the long-term incentive and the inclusion
of ESG metrics.
Work of the Personnel Committee
The Personnel Committee convened five times during 2021
with a general theme for each meeting. All meetings were held
in accordance with any COVID-19 restrictions in force at the time.
D E C
JAN
N O V
F
E
B
1
2
M
A
R
R
P
A
M AY
T
C
O
S
E
P
4
3
A
U
G
JUL
J U N
1 Approvals & reporting
2 Philosophy & structure
3 Long-term direction & market review
4 Planning
January
■ Incentive targets and
objectives
■ Nokia Equity Program
■ Culture evolution
■ Prior year incentive results
■ President and CEO
remuneration
May
■ Culture update
September
■ 2022 Incentive framework
■ Analytics and demographics
■ Equity plan direction
December
■ Personnel Committee charter
review
■ 2022 Incentive metrics
■ Proxy agency and shareholder
feedback
■ Shareholder feedback update
■ The Compensation Report
■ GLT compensation review
for 2021
July
■ Succession
■ People risks and opportunities
■ LTI Development
■ Status of incentive payouts
and ESG goal achievement
68
NOKIA IN 2021
NOKIA IN 2021
69
Corporate governance
Compensation
continued
The President and CEO
The President and CEO has an active role in the compensation
governance and performance management processes for the Group
Leadership Team and the wider employee population at Nokia.
The President and CEO is not a member of the Personnel Committee
and does not vote at Personnel Committee meetings, nor does he
participate in any conversations regarding his own compensation.
Advisors
The Personnel Committee engaged Willis Towers Watson, an
independent external consultant, to assist in the review and
determination of executive compensation and program design and
provide insight into market trends and regulatory developments.
Group Leadership Team
At the end of 2021, the Group Leadership Team consisted of 11 persons split between Finland, other European countries, Singapore and the
United States. For information regarding the current Group Leadership Team composition refer to the Corporate Governance Statement.
Name
Pekka Lundmark
Nassib Abou-Khalil
Nishant Batra
Ricky Corker
Federico Guillén
Jenni Lukander
Raghav Sahgal
Melissa Schoeb
Tommi Uitto
Stephanie Werner-Dietz
Marco Wirén
Position in 2021
President and CEO
Chief Legal Officer
Chief Strategy & Technology Officer
President, Customer Experience (new role as of 1 January 2021)
President, Network Infrastructure (new role as of 1 January 2021)
President, Nokia Technologies
President, Cloud and Network Services (new role as of 1 January 2021)
Chief Corporate Affairs Officer
President, Mobile Networks
Chief People Officer
Chief Financial Officer
Appointment date
1 August 2020
1 August 2019
18 January 2021
1 January 2019
8 January 2016
1 August 2019
1 June 2020
12 April 2021
31 January 2019
1 January 2020
1 September 2020
The remuneration of the members of the Group Leadership Team
(excluding the President and CEO) consists of base salary, other
benefits, and short- and long-term incentives. Short-term incentive
plans are based on rewarding the delivery of business performance
utilizing certain, or all, of the following metrics as appropriate to the
member’s role: revenue, comparable operating profit, free cash flow
and defined strategic objectives.
Executives on the Group Leadership Team are subject to the same
remuneration policy framework as the President and CEO. This
includes being subject to clawback and shareholding requirements.
The shareholding requirement for members of the Group Leadership
Team is two times their base salary.
Remuneration of the Group Leadership Team in 2021
Remuneration of the Group Leadership Team (excluding the President and CEO) in 2020 and 2021, in the aggregate, was as follows:
Salary, short-term incentives and other compensation(2)
Long-term incentives(3)
Total
2021
EURm(1)
16.0
2.2
18.2
2020
EURm(1)
24.4
3.7
28.1
(1) The values represent each member’s time on the Group Leadership Team.
(2) Short-term incentives represent amounts earned in respect of 2021 performance. Other compensation includes mobility related payments, local benefits and pension costs.
(3) The amounts represent the value of equity awards that vested in 2021.
The members of the Group Leadership Team (excluding the President and CEO) were awarded the following equity awards under the Nokia
equity program in 2021:
Award
Performance share award(2)
eLTI performance share award(3)
Restricted share award(4)
Units
awarded(1)
1 998 300
1 584 852
888 300
Grant date fair value
(EUR)
6 850 125
6 735 621
3 143 313
Grant date
25 March and 19 May 2021
1 June 2021
Vesting
Q1 2024 and Q2 2024
Q2 2024
25 March and 19 May 2021 Q1 2022, Q2 2022, Q1 2023, Q3 2023
(1) Includes units awarded to persons who were Group Leadership Team members during 2021.
(2) The 2021 performance shares have a three-year performance period based on absolute total shareholder return. The maximum payout is 200% subject to maximum performance against the
performance criterion. Vesting is subject to continued employment.
(3) The eLTI is a selective arrangement offered to senior leaders in 2021. In return for the purchase and continued holding of Nokia shares, a 2:1 match of Nokia 2021 performance shares was made.
These vest after three years subject to absolute total shareholder return and continued employment, with a maximum payment at 200% subject to maximum performance.
(4) Vesting of the tranches of the 2021 restricted share award is conditional to continued employment.
Unvested equity awards held by the Nokia Group Leadership Team, including the President and CEO
The following table sets forth the potential aggregate ownership interest through the holding of equity-based incentives of the Group Leadership
Team in office, including the President and CEO, as of 31 December 2021:
Number of equity awards held by
the Group Leadership Team(1)
% of the outstanding shares(2)
% of the total outstanding equity
incentives (per instrument)(3)
Shares receivable
through performance
shares at grant
Shares receivable
through performance
shares at maximum(4)
9 619 108
0.17%
13.68%
19 238 216
0.34%
13.68%
Shares receivable
through restricted
shares
1 392 775
0.02%
5.48%
(1) Includes the 11 members of the Group Leadership Team in office as of 31 December 2021.
(2) The percentages are calculated in relation to the outstanding number of shares and total voting rights of Nokia as of 31 December 2021, excluding shares held by Nokia Group. No member of the Group
Leadership Team owns more than 1% of the outstanding Nokia shares.
(3) The percentages are calculated in relation to the total outstanding equity incentives per instrument.
(4) At maximum performance, under the performance share plans outstanding as of 31 December 2021, the payout would be 200% and the table reflects this potential maximum payout. The 2019
performance shares vested on 1 January 2022 and the shares released will be distributed in March 2022.
Review of our incentive plans
Each year we monitor the performance of our incentive plans against
the targets for the plan, total shareholder return and the impact that
the plans have on total compensation compared with market peers.
Long-term incentives
We annually review compensation against key metrics such as total
shareholder return and share price to validate the effectiveness of
our equity plans.
The 2019 performance share plan vested on 1 January 2022 with
53% of the target award vesting based on the achievement against
the revenue, earnings per share and free cash flow targets during the
performance period (financial years 2019–2021).
The metric for the performance shares awarded in 2021 (under the
Nokia LTI Plan 2021–2023) was based on total shareholder return in
a similar manner to the 2020 awards. This reflects our commitment
to driving the best direct, long-term results and closely aligns plan
participants with the interests of shareholders. Awards to senior
executives and leaders were made in March and for other employees
in October. The performance periods were adjusted accordingly to
ensure that a three-year vesting period was maintained and the
awards will not vest until a corresponding date three years later in 2024.
The performance conditions were not adjusted.
Target setting
Targets for the short-term incentives are set annually at or before the
start of the year, balancing the need to deliver value with the need
to motivate and drive performance of the Group Leadership Team.
Targets are selected from a set of strategic metrics that align with
driving sustainable value for shareholders and are set in the context of
market expectations and analyst consensus forecasts. Targets for our
long-term incentive plans are set in a similar context. The long-term
incentive targets are set at the start of the performance period and
locked in for the life of the plan.
Short-term incentives
In 2021 short-term incentive targets and achievements were based
on a mix of metrics as shown below. Targets were measured either at
a Nokia Group level or, alternatively, a mix of Nokia Group and business
group level for business group presidents.
■ Comparable operating profit of Nokia
■ Operating profit / operating margin for the relevant business group
■ Role related strategic objectives
■ ESG (carbon emissions and diversity)
Those Group Leadership Team members not leading a business group
will have the equivalent proportion of their incentive based on Nokia’s
comparable operating profit.
70
NOKIA IN 2021
NOKIA IN 2021
71
Corporate governance Pay for performance
Core to our compensation philosophy is a desire to pay for performance.
Each year we review overall total shareholder return compared with
long-term incentive payouts mapping the performance of the plans
against the total shareholder return curve.
Share price and total shareholder return vs long-term
incentive performance
Review of our comparator companies
In looking for suitable comparators, we have always considered
businesses of similar size, global scale and complexity. During 2021,
our core comparator group was reviewed and updated so that it
consists of the following 27 companies (15 companies marked in
italics were added, and two – BT, Deutsche Telekom – were removed).
The Board feels that this comparator group now better reflects
Nokia’s business and human capital competitors.
ABB
Adobe
Airbus
ASML
Atos
BAE Systems
Capgemini
Ciena
Cisco Systems
Corning
Dell Technologies
Ericsson
Hewlett Packard Enterprise
HP
IBM
Infineon Technologies
Juniper Networks
Kone
Motorola Solutions
NXP Semiconductors
Oracle
Philips
SAP
Siemens Healthineers
VMware
Vodafone Group
Wärtsilä
250%
200%
150%
100%
50%
0
TSR
value
25.72% 23.75%
Nil
Nil
2011
2012
100% 100%
86%
46%
29%
57% 53%
2014 2015
2013
2016
2017 2018 2019
Long-term incentive plan, as of 31 December
2020*
2021*
Achieved
Overachieved
Nokia total shareholder return (“TSR”)
* Performance period not yet completed.
Looking at the performance of our long-term incentive plans against
total shareholder return, there is a reasonable alignment with the
performance of the plans declining as total shareholder return declines
and the trend lines are reasonably aligned.
The Board continues to actively monitor the performance of
our long-term incentive plans to ensure that they deliver value
for shareholders.
Compensation
continued
Nokia Long-Term Incentive Plan and Employee Share
Purchase Plan 2021–2023
The long-term incentive plan (LTI Plan) intends to effectively contribute
to the long-term value creation and sustainability of the Company and
align the interests of the executives and employees with those of
Nokia’s shareholders. Nokia’s long-term incentive plan for 2021–2023
is a key tool which supports these objectives. Under the LTI Plan the
Company may grant eligible executives and other employees awards
in the form of both performance shares and restricted shares.
Awards under the LTI Plan may be granted between the date the
plan is approved and 31 December 2023 subject to applicable
performance metrics as well as performance and/or restriction
periods of up to 36 months depending on the award. Consequently,
the restriction periods for the last awards granted under the LTI Plan
would end in 2026. Performance metrics as well as weightings and
targets for the selected metrics for performance shares are set by
the Board of Directors annually to ensure they continue to support
Nokia’s long-term business strategy and financial success.
The potential maximum aggregate number of Nokia shares that may
be issued based on awards granted under the LTI plan in 2021, 2022
and 2023 is 350 million. Until the Nokia shares are delivered, the
participants will not have any shareholder rights, such as voting or
dividend rights associated with the performance or restricted shares.
If the participant’s employment with Nokia terminates before the
vesting date of the award or a part of an award, the individual is not,
as a main rule, entitled to settlement based on the plan.
The approach for 2021 and the intended approach for 2022 is that the
majority of long-term incentive plan participants receive restricted
shares rather than performance shares although the executives,
including the President and CEO, continued to receive performance
shares as the main form of long-term incentives. The performance
shares will be subject to performance criterion which will continue to
be absolute total shareholder return and the plan vests no earlier than
three years from the grant. The regular restricted share awards will
have a three-year vesting period with cliff vesting but, in limited cases
predominantly related to retention, the Company may introduce
different vesting periods with tranche vesting. This will simplify plan
participation for employees.
The purpose of the employee share purchase plan (ESPP) is to
encourage share ownership within the Nokia employee population,
increasing engagement and sense of ownership in the company.
Under the ESPP 2021–2023, subject to the Board commencing annual
plan cycles, the eligible employees may elect to make contributions
from their monthly net salary to purchase Nokia shares at market value
on pre-determined dates on a quarterly basis during the applicable
plan period. Nokia would deliver one matching share for every two
purchased shares that the participant still holds at the end of
applicable plan cycle. In addition, the participants may be offered free
shares subject to meeting certain conditions related to participation
as determined by the Board.
The maximum number of shares that can be issued under all plan
cycles commencing under the ESPP in 2021, 2022 and 2023 is
35 million. Participants have immediate shareholder rights over all
shares purchased from the market. Until the matching or free Nokia
shares are delivered, the participants will not have any shareholder
rights, such as voting or dividend rights associated with the matching
or free shares.
72
NOKIA IN 2021
NOKIA IN 2021
73
Corporate governance Board
review
Board review
Business description
Board’s review
Selected financial data
Operating and financial review
Results of operations
Results of segments
Mobile Networks
Network Infrastructure
Cloud and Networks Services
Nokia Technologies
Group Common and Other
Liquidity and capital resources
Financial position
Cash flow
Financial assets and debt
Venture fund investments and commitments
Treasury policy
Foreign exchange impact
Sustainability and corporate responsibility
Our purpose, strategy and targets
Sustainability governance
Risk management
Combating climate change
Conducting our business with integrity
Our culture – Open, Fearless and Empowered
Disclosure under the European Union Taxonomy Regulation
Shares and shareholders
Share details
Shareholders
Articles of Association
Risk factors
Significant subsequent events
Key ratios
Alternative performance measures
76
77
78
79
79
82
82
83
84
85
86
87
87
87
88
89
89
89
90
90
94
95
96
98
104
108
110
110
112
114
116
118
119
120
74
NOKIA IN 2021
NOKIA IN 2021
75
, FP5 Business description
Board’s review
Business description
Board’s review
If 2020 proved how vital connectivity was to keeping business and society functioning,
2021 showed how it can improve lives through greater productivity, access to opportunity,
and sustainability. Nokia’s technology and solutions helped with all of these.
The shares of Nokia Corporation are listed
on the Nasdaq Helsinki Stock Exchange,
the New York Stock Exchange and the
Euronext Paris Stock Exchange.
Nokia Corporation is a public limited liability
company incorporated and domiciled in
Helsinki, Finland. Nokia Corporation is the
parent company (Parent Company or Parent)
for all its subsidiaries (Nokia or the Group).
At Nokia, we create technology that helps the
world act together. We provide mobile, fixed
and cloud network solutions that enable
critical networks for communication service
providers (CSPs), enterprise verticals and
hyperscalers. Our portfolio of products,
services and licensing opportunities helps
accelerate digitalization to address global
sustainability, productivity and accessibility
challenges. We have customers in more than
100 countries around the world and
operations in Europe, the Middle East & Africa,
Greater China, North America, Asia-Pacific
and Latin America.
2021 was a strong year for Nokia.
Nokia launched its three-phased strategy,
the first phase of which focused on resetting
our business. As part of this, we refocused
on strengthening technology leadership
in all the markets in which Nokia competes.
To fully align our business with our strategic
commitment to providing our customers with
critical networks that societies and companies
can rely on, highlights of the year included
renewing our purpose – ‘At Nokia, we create
technology that helps the world act together.’
Nokia also adopted a new operating model
based around four fully accountable
business groups.
The Board is pleased to note that the
implementation of the first phase of the
strategy progressed well, in many respects
even faster than expected. This was reflected
in the strong financial results for the full year.
In 2021, Nokia’s net sales grew from the
previous year, profitability improved significantly,
and strong cash generation continued.
In 2022, Nokia will move to the second phase
of its strategy to deliver growth and expand
profitability. The third phase of the strategy
is to scale up to drive growth in new use cases
and business models.
Short- and long-term technology
leadership
To strengthen its technology leadership,
Nokia significantly increased its R&D
investment in 2021 and launched new
market-leading products in key technologies
such as 5G and IP Routing. Nokia has now
largely closed the gap to the competition in
5G and has a strong foundation for this new
era of connectivity, where the peak of the
market is still ahead of us.
The 5G rollouts have enabled new services
and solutions. Based on our analysis, the
global pandemic has accelerated the demand
for these solutions and services by several
years. Nokia is well-positioned to support
companies and societies in their digitalization
journey, and we are increasing our investment
in private wireless to extend our lead in
this area.
While the benefits of 5G are beginning to
become apparent, the race to develop 6G is
already underway. We want to lead this next
technology cycle. As a result, this year Nokia
released its 2030 technology vision setting
out the opportunities, challenges and
changes we expect to see as we move from
5G to 5G-Advanced and on to 6G. We believe
that the network evolution will include
extreme performance specialized networks
for lowest latency and highest reliability,
a multi-layered network of networks to
meet the new requirements of emerging
applications, and with network as-a-Service,
the enabling of networks to be consumed
like cloud services.
Sustainability at the core
of our business
Sustainability has always been at the heart
of Nokia’s business and is also an integral part
of our Board’s work.
We believe that our technology can help to
meet some of the world’s most pressing
challenges, such as climate change, the
digital divide and stalling productivity growth.
The solutions Nokia provides can help the
world decarbonize, reducing waste, limiting
the use of natural resources and driving the
reuse of materials to combat climate change.
They can restore failing productivity through
digitalization of industry. And they can
bring more inclusive access to opportunity,
education and vital social services.
People are Nokia’s greatest asset. We aim to
enable a culture that drives business value
based on the cultural essentials that Nokia
launched in 2021 as part of our new Nokia
Platform: open, fearless and empowered.
These describe the central principles of
how Nokia operates, as a company and as
individuals, and guide how we interact with
each other and the world around us. The
integration of these principles into Nokia’s
operating culture got off to a good start in
2021, and we continue this work this year with
our new people strategy launched in early 2022.
The Board’s work in 2021
Due to the COVID-19 pandemic, the 2021
Annual General Meeting was held with
exceptional arrangements for the second
consecutive year at the company’s
headquarters in Espoo on 8 April, 2021.
Approximately 66 300 shareholders
representing approximately 2 470 million
shares and votes were represented at
the meeting.
76
NOKIA IN 2021
NOKIA IN 2021
During 2021, the Board held 12 meetings
and its committees 20 meetings. The Board’s
work early in the year was centered around
on the Company’s new mission, strategy,
operating model and cost base. After this,
the Board focused on reviewing the
implementation of these changes, as well
as on the most essential strategic questions
and initiatives to secure technology leadership
and sustainable growth in accordance with
the new strategy.
The four Committees of the Board – Audit,
Corporate Governance and Nomination,
Personnel and Technology – assisted the Board
effectively during the year. This was evident
also with respect to environmental, social and
governance (ESG) priorities where each of the
Committees, as well as the Board as a whole,
adopted ESG matters as integral parts of their
respective areas of responsibility. Further, in
2021 the Board’s Corporate Governance and
Nomination Committee focused on the renewal
of the Board itself. The outcome of this work is
reflected in the Board composition proposed
to the 2022 Annual General Meeting which
includes three new director candidates.
Our direction for 2022
Everyone at Nokia should be proud of the
Company’s progress in 2021. That progress
was reflected in the improved cash generation
that strengthened our balance sheet to
the extent that we can look to reinstate
shareholder returns through both a dividend
and a share buyback program.
Nokia’s dividend policy is to target recurring,
stable and over time growing ordinary
dividend payments, taking into account
the previous year’s earnings as well as the
company’s financial position and business
outlook. The Board proposes a dividend
authorization of EUR 0.08 per share and
announced a share buyback program that
was initiated in February 2022 to return
EUR 600 million over two years.
The Board would like to thank all Nokia’s people
for their hard and committed work. Nokia
enters 2022 in a strong position with improved
margins, faster than expected strategy
execution, a strong leadership team, and
empowered and talented people as well as
strengthened technology leadership.
There is still a lot of work left to be done,
but Nokia has all it takes to continue to
execute well against its strategy based
on the strong results achieved in 2021.
77
Board review Selected financial data
Operating and financial review
Selected
financial data
This section includes selected financial and other measures for the Nokia Group as of and for each of the years in the three-year period ended
31 December 2021. The information has been derived from, and should be read in conjunction with, our audited consolidated financial statements
prepared in accordance with IFRS. The consolidated financial statements as of 31 December 2021 and 2020 and for the years ended 31 December
2021, 2020 and 2019 are included in this report.
For the year ended 31 December
From the consolidated income statement
Net sales
Operating profit
% of net sales
Profit before tax
Profit/(loss) for the year from continuing operations
Loss for the year from discontinued operations
Profit/(loss) for the year
From the consolidated statement of financial position
Non-current assets
Current assets
Total assets
Capital and reserves attributable to equity holders of the parent
Non-controlling interests
Total equity
Interest-bearing liabilities(1)
Lease liabilities(1)
Provisions(1)
Other liabilities(1)
Total shareholders’ equity and liabilities
Other information
Research and development expenses
% of net sales
Capital expenditure
% of net sales
Personnel expenses
Average number of employees
Order backlog, EUR billion
Key financial indicators and ratios
Earnings per share attributable to equity holders of the parent
Basic earnings per share, EUR
Continuing operations
Profit/(loss) for the year
Diluted earnings per share, EUR
Continuing operations
Profit/(loss) for the year
Proposed dividend per share, EUR(2)
Return on capital employed %
Return on shareholders’ equity %
Equity ratio %
Net debt to equity (gearing) %
Cash and cash equivalents
Total cash and current financial investments(3)
Net cash and current financial investments(4)
Net cash from operating activities
Free cash flow
2021
2020
2019
(in EURm, except for percentage and personnel data)
22 202
2 158
9.7%
1 926
1 654
(9)
1 645
20 452
19 597
40 049
17 360
102
17 462
4 653
1 009
1 569
15 356
40 049
(4 214)
(19.0)%
(560)
(2.5)%
(7 541)
87 927
20.3
21 852
885
4.0%
743
(2 513)
(3)
(2 516)
17 976
18 215
36 191
12 465
80
12 545
5 576
910
1 532
15 628
36 191
(4 087)
(18.7)%
(479)
(2.2)%
(7 310)
92 039
16.6
23 315
485
2.1%
156
18
(7)
11
22 320
16 808
39 128
15 325
76
15 401
4 277
1 030
1 209
17 211
39 128
(4 532)
(19.4)%
(690)
(3.0)%
(7 360)
98 322
18.8
0.29
0.29
(0.45)
(0.45)
0.00
0.00
0.29
0.29
0.08
10.13%
10.88%
43.60%
(26.43)%
6 691
9 268
4 615
2 625
2 368
(0.45)
(0.45)
–
4.60%
neg.
34.66%
(19.81)%
6 940
8 061
2 485
1 759
1 356
0.00
0.00
–
1.31%
0.05%
39.36%
(11.23)%
5 910
6 007
1 730
390
(297)
Operating and
financial review
The financial information included in this “Operating and financial
review” section as of 31 December 2021 and 2020, and for the years
ended 31 December 2021, 2020 and 2019 has been derived from
our audited consolidated financial statements included in this report.
The financial information should be read in conjunction with, and is
qualified in its entirety by reference to, our audited consolidated
financial statements.
Results of operations
This “Results of operations” section discusses the results of our
continuing and discontinued operations.
Impact of COVID-19 on our operations
The COVID-19 pandemic that started in early 2020 and had a severe
impact on the global economy and financial markets during the year,
continued to affect people and businesses around the world in 2021.
While the situation is improving and economic recovery is on its way,
certain parts of the world and certain sectors of the economy continue
to be hit harder than others. In 2020, the impact of COVID-19 on our
financial performance and financial position was primarily related to
temporary factory closures in the first half of the year. The factory
closures related primarily to Submarine Networks business in Network
Infrastructure and had a negative impact on net sales, with the majority
of these net sales shifting to future periods, rather than being lost. In
addition, COVID-19 affected our operational costs and cash flows in
2020, for example as a result of temporarily lower travel, temporary
delays in capital expenditure and lower cash outflows related to income
taxes due to tax reliefs. In 2021, we saw some benefit related to an
increase in demand in areas like Fixed Networks, where trends such as
remote working drove communications service providers to increase
investments in their broadband infrastructure.
As of 31 December 2021, potential risks and uncertainties continue
to exist related to the scope and duration of the COVID-19 pandemic
and the pace and shape of the economic recovery following it, and it is
impossible to predict with accuracy the precise impact of such risks
on us, our operations and our business.
Cost savings programs
In 2018, following the completion of the Alcatel-Lucent integration
and the related cost savings program, we announced a cost reduction
program to target substantial savings while continuing to make further
investments to drive future growth and higher returns. The savings
came from a wide range of areas, including investments in digitalization
to drive more automation and productivity, further process and tool
simplification, significant reductions in central support functions to
reach best-in-class cost levels, prioritization of R&D programs to best
create long-term value, a sharp reduction of R&D in legacy products,
driving efficiency from further application of our Common Software
Foundation and innovative software development techniques, the
consolidation of selected cross-company activities and further
reductions in real estate and other overhead costs. In 2020, we
completed our cost savings program, generating the expected savings
through the actions listed above. The cost savings program resulted
in EUR 500 million of net benefits in full year 2020, compared to full
year 2018.
In the first quarter of 2021, we announced plans to reset our cost base,
targeting a reduction of approximately EUR 600 million by the end of
2023. Given the strength in our end markets in 2021, the pace of
restructuring in 2021 has been slower than we initially planned. The
overall size of the plan, however, remains unchanged, and continues
to depend on the evolution of our end markets – consistent with our
commentary when we announced the plan. In February 2022, we
updated our expectations for restructuring and associated charges as
well as cash outflows, compared to our original estimates. We expect
the cost savings to result in approximately EUR 500-600 million of
restructuring and associated charges by 2023, down from our previous
estimate of EUR 600-700 million. We also expect total restructuring and
associated cash outflows to be approximately EUR 1 050-1 150 million,
down slightly from our previous estimate of EUR 1 100-1 200 million.
This total includes approximately EUR 500 million of cash outflows
related to our previous restructuring program.
(1) Includes both current and non-current liabilities in the consolidated statement of financial position.
(2) The Board of Directors proposes to the Annual General Meeting to be authorized to decide in its discretion on the distribution of an aggregate maximum of EUR 0.08 per share as dividend and/or
equity repayment.
(3) Total cash and current financial investments consist of the following line items from our consolidated statement of financial position: cash and cash equivalents and current financial investments.
(4) Net cash and current financial investments equal total cash and current financial investments less long-term and short-term interest-bearing liabilities.
78
NOKIA IN 2021
NOKIA IN 2021
79
Board review
Operating and financial review
continued
For the year ended 31 December 2021 compared to the year ended 31 December 2020
The following table sets forth the results of Nokia and the percentage of net sales for the years indicated.
For the year ended 31 December
EURm % of net sales
EURm % of net sales
2021
2020
Net sales
Cost of sales
Gross profit
Research and development expenses
Selling, general and administrative expenses
Other operating income and expenses
Operating profit
Share of results of associated companies and joint ventures
Financial income and expenses
Profit before tax
Income tax expense
Profit/(loss) for the year
Attributable to:
Equity holders of the parent
Non-controlling interests
Net sales
Net sales in 2021 were EUR 22 202 million, an increase of
EUR 350 million, or 2%, compared to EUR 21 852 million in 2020.
The increase in net sales was primarily due to growth in Network
Infrastructure and, to a lesser extent, Nokia Technologies.
This was partially offset by a decline in Mobile Networks net sales.
The following table sets forth distribution of net sales by region for
the years indicated.
For the year ended 31 December
Asia Pacific
Europe(2)
Greater China
India
Latin America
Middle East & Africa
North America
Total
2021
EURm
2 562
6 635
1 545
1 039
1 226
1 915
7 280
22 202
2020(1)
EURm
2 742
6 427
1 510
954
1 070
1 981
7 168
21 852
Year-on-year
change %
(7)
3
2
9
15
(3)
2
2
(1) In 2021, we aligned how we externally report financial information on a regional basis with our
internal reporting structure. As a result, India which was earlier presented as part of Asia Pacific
region is presented as a separate region. In addition, certain countries are now presented as
part of a different region. The comparative net sales by region amounts for 2020 have been
recast accordingly.
(2) All Nokia Technologies IPR and licensing net sales are allocated to Finland.
22 202
(13 368)
8 834
(4 214)
(2 792)
330
2 158
9
(241)
1 926
(272)
1 654
1 632
22
100.0
(60.2)
39.8
(19.0)
(12.6)
1.5
9.7
–
(1.1)
8.7
(1.2)
7.4
7.4
0.1
21 852
(13 659)
8 193
(4 087)
(2 898)
(323)
885
22
(164)
743
(3 256)
(2 513)
(2 520)
7
100.0
(62.5)
37.5
(18.7)
(13.3)
(1.5)
4.0
0.1
(0.8)
3.4
(14.9)
(11.5)
(11.5)
–
Year-on-year
change %
2
(2)
8
3
(4)
–
144
(59)
47
–
–
–
–
214
The following table sets forth distribution of net sales by customer
type for the years indicated.
For the year ended 31 December
Communication service providers
Enterprise
Licensees
Other(1)
Total
2021
EURm
17 977
1 575
1 502
1 148
22 202
2020
EURm
17 954
1 571
1 402
925
21 852
Year-on-year
change %
0
0
7
24
2
(1) Includes net sales of Submarine Networks which operates in a different market, and Radio
Frequency Systems (RFS), which is being managed as a separate entity, and certain other items,
such as elimination of inter-segment revenues and certain items related to purchase price
allocation. Submarine Networks and RFS net sales also include revenue from communication
service providers and enterprise customers.
Gross profit
Gross profit in 2021 was EUR 8 834 million, an increase of
EUR 641 million, or 8%, compared to EUR 8 193 million in 2020.
The increase in gross profit was primarily due to Network
Infrastructure, Cloud and Network Services and Nokia Technologies,
partially offset by Mobile Networks. Gross profit in 2021 also reflected
lower restructuring and associated charges and the absence of a gain
related to defined benefit plan amendments. In 2021, variable pay
accruals within cost of sales were higher, compared to 2020. Gross
margin in 2021 was 39.8%, compared to 37.5% in 2020. In 2021,
gross profit included restructuring and associated charges of
EUR 121 million, compared to EUR 393 million in 2020. In 2021,
gross profit did not include a gain related to defined benefit plan
amendments, compared to a gain of EUR 90 million in 2020.
Operating expenses
Our research and development expenses in 2021 were
EUR 4 214 million, an increase of EUR 127 million, or 3%, compared
to EUR 4 087 million in 2020. Research and development expenses
represented 19.0% of our net sales in 2021 compared to 18.7%
in 2020. The increase in research and development expenses was
primarily related to increased investments in both Mobile Networks
and Network Infrastructure. The higher research and development
expenses also reflected lower restructuring and associated charges.
In 2021, variable pay accruals within research and development
expenses were higher, compared to 2020. In 2021, research and
development expenses included restructuring and associated
charges of EUR 62 million, compared to EUR 190 million in 2020.
Our selling, general and administrative expenses in 2021 were
EUR 2 792 million, a decrease of EUR 106 million compared to
EUR 2 898 million in 2020. Selling, general and administrative
expenses represented 12.6% of our net sales in 2021 compared to
13.3% in 2020. The decrease in selling, general and administrative
expenses was broad-based across businesses and largely reflected
efforts to reduce our cost base. Additionally, the lower selling,
general and administrative expenses in 2021 reflected lower
amortization of acquired intangible assets, partially offset by the
absence of a transaction and integration-related credits which
benefited 2020 and slightly higher restructuring and associated charges.
In 2021, variable pay accruals within selling, general and administrative
expenses were higher, compared to 2020. In 2021, selling, general and
administrative expenses included amortization of acquired intangible
assets of EUR 335 million, compared to EUR 350 million in 2020.
2021 did not include any transaction and integration-related credits,
compared to EUR 11 million in 2020. 2021 included restructuring and
associated charges of EUR 74 million, compared to EUR 68 million
in 2020.
Other operating income and expenses in 2021 was a net income of
EUR 330 million, an increase of EUR 653 million, compared to a net
expense of EUR 323 million in 2020. The net positive fluctuation in
our other operating income and expenses was primarily due to a
non-cash impairment loss on goodwill which negatively impacted
2020, a net positive fluctuation in the amount of loss allowances on
trade receivables, increased net benefits from Nokia’s venture fund
investments, a gain related to the settlement of legal disputes and
foreign exchange hedging.
Operating profit
Our operating profit in 2021 was EUR 2 158 million, an increase of
EUR 1 273 million, compared to an operating profit of EUR 885 million
in 2020. The increase in operating profit was primarily due to a net
positive fluctuation in other operating income and expenses, higher
gross profit and lower selling, general and administrative expenses,
partially offset by higher research and development expenses.
Our operating margin in 2021 was 9.7%, compared to 4.0% in 2020.
Financial income and expenses
Financial income and expenses were a net expense of EUR 241 million
in 2021, an increase of EUR 77 million, or 47%, compared to a net
expense of EUR 164 million in 2020. The net negative fluctuation in
financial income and expenses was primarily due to a change in the
financial liability to acquire Nokia Shanghai-Bell non-controlling
interest, partially offset by lower loss allowances on customer
financing loans. In 2021, the change in liability to acquire Nokia
Shanghai-Bell non-controlling interest was negative EUR 33 million,
compared to positive EUR 79 million in 2020. In 2021, loss allowances
on customer financing loans recognized in the income statement
were EUR 32 million, compared to EUR 58 million in 2020.
Profit before tax
Our profit before tax in 2021 was EUR 1 926 million, an increase
of EUR 1 183 million compared to EUR 743 million in 2020.
Income tax
Income taxes were a net expense of EUR 272 million in 2021,
a decrease of EUR 2 984 million compared to a net expense of
EUR 3 256 million in 2020. The decrease in net income taxes was
primarily attributable to the derecognition of Finnish deferred tax
assets of EUR 2.9 billion that negatively impacted 2020 and, to a
lesser extent, tax benefits related to both past operating model
integration, as well as a change in the recognition of deferred tax
assets in 2021. The derecognition in 2020 was required due to a
regular assessment of our ability to utilize the tax assets in Finland in
the foreseeable future that is done primarily based on our historical
performance. These tax assets are not lost, and the derecognition
can be reversed. They can still be utilized in the taxation and the
derecognition is not expected to affect the overall taxation of
the Nokia Group or its cash taxes. For further information on the
realizability assessment of Finnish deferred tax assets, please refer
to Note 11, Income taxes, of our consolidated financial statements.
Profit/loss attributable to equity holders of the parent and earnings
per share
The profit attributable to equity holders of the parent in 2021 was
EUR 1 632 million, an increase of EUR 4 152 million, compared to a
loss of EUR 2 520 million in 2020. The change in profit attributable
to equity holders of the parent was primarily due to lower income tax
expenses and an improvement in operating profit, partially offset by
a net negative fluctuation in financial income and expenses.
Our EPS from continuing operations in 2021 was EUR 0.29 (basic)
and EUR 0.29 (diluted) compared to negative EUR 0.45 (basic) and
negative EUR 0.45 (diluted) in 2020.
80
NOKIA IN 2021
NOKIA IN 2021
81
Board review Operating and financial review
continued
Results of segments
In 2021, we had four operating and reportable segments for the financial reporting purposes: (1) Mobile Networks, (2) Network Infrastructure,
(3) Cloud and Network Services and (4) Nokia Technologies. We also present segment-level information for Group Common and Other. We
adopted our current operational and reporting structure on 1 January 2021. The reporting structure was revised to reflect our new strategy
and operational model which is aligned with the way the management evaluates the operational performance of Nokia and allocates resources.
Segment information for 2020 and 2019 has been recast for comparability purposes according to the new operating and reporting structure.
For more information, refer to Note 5, Segment information, in the consolidated financial statements.
The amounts presented in this “Results of segments” section for each reportable segment and Group Common and Other represent
the amounts reported to the management for the purpose of assessing performance and making decisions about resource allocation.
Certain costs and revenue adjustments are not allocated to the segments for this purpose. For more information on our operational and
reporting structure as well as the reconciliation of reportable segment measures to those of the Nokia Group, refer to Note 5, Segment
information, in the consolidated financial statements.
Mobile Networks
For the year ended 31 December 2021 compared to the year ended 31 December 2020
The following table sets forth the segment operating results and the percentage of net sales for the years indicated.
For the year ended 31 December
Net sales
Cost of sales
Gross profit
Research and development expenses
Selling, general and administrative expenses
Other operating income and expenses
Operating profit
2021
2020
EURm % of net sales
EURm % of net sales
Year-on-year
change %
9 717
(6 080)
3 637
(2 078)
(832)
38
765
100.0
(62.6)
37.4
(21.4)
(8.6)
0.4
7.9
10 398
(6 666)
3 732
(1 881)
(906)
(126)
819
100.0
(64.1)
35.9
(18.1)
(8.7)
(1.2)
7.9
(7)
(9)
(3)
10
(8)
–
(7)
Net sales
Mobile Networks net sales in 2021 were EUR 9 717 million, a decrease
of EUR 681 million, or 7%, compared to EUR 10 398 million in 2020.
The decrease in Mobile Networks net sales was primarily driven by
the earlier communicated market share loss and price erosion in
North America. In full year 2021, net sales were also impacted by
supply constraints.
Operating expenses
Mobile Networks research and development expenses were
EUR 2 078 million in 2021, an increase of EUR 197 million, or 10%
compared to EUR 1 881 million in 2020. This reflected higher
investments in 5G R&D to accelerate our product roadmaps and cost
competitiveness. In 2021, variable pay accruals within Mobile Networks
research and development expenses were higher, compared to 2020.
Gross profit
Mobile Networks gross profit in 2021 was EUR 3 637 million, a
decrease of EUR 95 million, or 3%, compared to EUR 3 732 million in
2020. Mobile Networks gross margin in 2021 was 37.4%, compared
to 35.9% in 2020. The decrease in Mobile Networks gross profit
largely reflected lower net sales, partially offset by higher gross margin.
The higher gross margin in Mobile Networks stems mainly from
progress in our cost competitiveness, 5G growth, favorable regional
mix and EUR 80 million positive impact of a one-time software deal
that was completed in the second quarter of 2021. In 2021, variable
pay accruals within Mobile Networks cost of sales were higher,
compared to 2020.
Mobile Networks selling, general and administrative expenses
were EUR 832 million in 2021, a decrease of EUR 74 million, or 8%,
compared to EUR 906 million in 2020. The decrease in Mobile
Networks selling, general and administrative expenses largely reflected
efforts to reduce our cost base. In 2021, variable pay accruals within
Mobile Networks selling, general and administrative expenses were
higher, compared to 2020.
Mobile Networks other operating income and expenses was an income
of EUR 38 million in 2021, a change of EUR 164 million compared to an
expense of EUR 126 million in 2020. The change in other operating
income and expenses was primarily due to a net positive fluctuation
in the amount of loss allowances on trade receivables and gains from
foreign exchange hedging.
Operating profit
Mobile Networks operating profit was EUR 765 million in 2021, a
decrease of EUR 54 million, compared to EUR 819 million in 2020.
Mobile Networks operating margin was 7.9% in both 2021 and 2020.
Network Infrastructure
For the year ended 31 December 2021 compared to the year ended 31 December 2020
The following table sets forth the segment operating results and the percentage of net sales for the years indicated.
For the year ended 31 December
Net sales(1)
Cost of sales
Gross profit
Research and development expenses
Selling, general and administrative expenses
Other operating income and expenses
Operating profit
2021
2020
EURm % of net sales
EURm % of net sales
Year-on-year
change %
7 674
(4 990)
2 684
(1 165)
(765)
30
784
100.0
(65.0)
35.0
(15.2)
(10.0)
0.4
10.2
6 736
(4 375)
2 361
(1 084)
(777)
(43)
457
100.0
(64.9)
35.1
(16.1)
(11.5)
(0.6)
6.8
14
14
14
7
(2)
–
72
(1) In 2021, net sales include IP Networks net sales of EUR 2 679 million, Optical Networks net sales of EUR 1 708 million, Fixed Networks net sales of EUR 2 358 million and Submarine Networks net sales
of EUR 929 million. In 2020, net sales include IP Networks net sales of EUR 2 585 million, Optical Networks net sales of EUR 1 695 million, Fixed Networks net sales of EUR 1 759 million and Submarine
Networks net sales of EUR 697 million.
Net sales
Network Infrastructure net sales in 2021 were EUR 7 674 million, an
increase of EUR 938 million, or 14%, compared to EUR 6 736 million
in 2020. The increase in Network Infrastructure net sales reflected
growth across all businesses, with particular strength in Fixed
Networks and Submarine Networks. In full year 2021, net sales were
also impacted by supply constraints.
IP Networks net sales were EUR 2 679 million in 2021, an increase of
EUR 94 million, or 4%, compared to EUR 2 585 million in 2020. Net
sales in IP Networks increased in 2021, despite some supply chain
constraints, driven by ongoing technology leadership, with particular
strength in North America and Latin America.
Fixed Networks net sales were EUR 2 358 million in 2021, an increase
of EUR 599 million, or 34%, compared to EUR 1 759 million in 2020.
The strong growth in Fixed Networks net sales resulted from continued
growth in fiber technologies, broadband devices and Fixed Wireless
Access, as CSPs continued to invest in broadband connectivity,
particularly in North America.
Optical Networks net sales were EUR 1 708 million in 2021, an increase
of EUR 13 million, or 1%, compared to EUR 1 695 million in 2020.
The slight increase in Optical Networks net sales primarily reflects
growth in North America and Latin America, partially offset by a
decline in Asia Pacific.
Submarine Networks net sales were EUR 929 million in 2021, an
increase of EUR 232 million, or 33%, compared to EUR 697 million
in 2020. The increase in Submarine Networks net sales continued to
be driven by large sub-sea telecommunications projects.
Gross profit
Network Infrastructure gross profit in 2021 was EUR 2 684 million, an
increase of EUR 323 million, or 14%, compared to EUR 2 361 million
in 2020. Network Infrastructure gross margin in 2021 was 35.0%,
compared to 35.1% in 2020. The increase in Network Infrastructure
gross profit primarily reflected higher net sales. In 2021, variable pay
accruals within Network Infrastructure cost of sales were higher,
compared to 2020.
Operating expenses
Network Infrastructure research and development expenses were
EUR 1 165 million in 2021, an increase of EUR 81 million, or 7%,
compared to EUR 1 084 million in 2020. The increase in research and
development expenses primarily reflected continued investments
in customer-focused technology leadership. In 2021, variable pay
accruals within Network Infrastructure research and development
expenses were higher, compared to 2020.
Network Infrastructure selling, general and administrative expenses
were EUR 765 million in 2021, a decrease of EUR 12 million, or 2%,
compared to EUR 777 million in 2020. The decrease in Network
Infrastructure selling, general and administrative expenses largely
reflected efforts to reduce our cost base. In 2021, variable pay
accruals within Network Infrastructure selling, general and
administrative expenses were higher, compared to 2020.
Network Infrastructure other operating income and expenses was
an income of EUR 30 million in 2021, a change of EUR 73 million
compared to an expense of EUR 43 million in 2020. The change in
other operating income and expenses was primarily due to a net
positive fluctuation in the amount of loss allowances on trade
receivables and gains from foreign exchange hedging.
Operating profit
Network Infrastructure operating profit was EUR 784 million in 2021,
an increase of EUR 327 million, or 72%, compared to EUR 457 million
in 2020. Network Infrastructure operating margin in 2021 was 10.2%,
compared to 6.8% in 2020. The strong increase in operating margin
was primarily attributable to higher net sales and the net positive
fluctuation in other operating income and expense, partly offset by
higher research and development expenses.
82
NOKIA IN 2021
NOKIA IN 2021
83
Board review Operating and financial review
continued
Cloud and Network Services
For the year ended 31 December 2021 compared to the year ended 31 December 2020
The following table sets forth the segment operating results and the percentage of net sales for the years indicated.
Nokia Technologies
For the year ended 31 December 2021 compared to the year ended 31 December 2020
The following table sets forth the segment operating results and the percentage of net sales for the years indicated.
For the year ended 31 December
Net sales
Cost of sales
Gross profit
Research and development expenses
Selling, general and administrative expenses
Other operating income and expenses
Operating profit
2021
2020
EURm % of net sales
EURm % of net sales
Year-on-year
change %
3 089
(1 929)
1 160
(537)
(477)
20
166
100.0
(62.4)
37.6
(17.4)
(15.4)
0.6
5.4
3 087
(2 071)
1 016
(552)
(518)
(13)
(67)
100.0
(67.1)
32.9
(17.9)
(16.8)
(0.4)
(2.2)
–
(7)
14
(3)
(8)
–
(348)
For the year ended 31 December
Net sales
Cost of sales
Gross profit
Research and development expenses
Selling, general and administrative expenses
Other operating income and expenses
Operating profit
Net sales
Cloud and Network Services net sales in 2021 were EUR 3 089 million,
an increase of EUR 2 million, or approximately flat, compared to
EUR 3 087 million in 2020. The net sales performance in Cloud and
Network Services reflected growth in Core Networks and Enterprise
Solutions, which was offset by declines in Cloud and Cognitive Services
and Business Applications.
Cloud and Network Services selling, general and administrative
expenses were EUR 477 million in 2021, a decrease of EUR 41 million,
or 8%, compared to EUR 518 million in 2020. The decrease in Cloud
and Network Services selling, general and administrative expenses
largely reflected efforts to reduce our cost base. In 2021, variable pay
accruals within Cloud and Network Services selling, general and
administrative expenses were higher, compared to 2020.
Gross profit
Cloud and Network Services gross profit in 2021 was EUR 1 160 million,
an increase of EUR 144 million, or 14%, compared to EUR 1 016 million
in 2020. Cloud and Network Services gross margin in 2021 was 37.6%,
compared to 32.9% in 2020. The increase in Cloud and Network
Services gross profit was primarily due the absence of project-related
loss provisions, which negatively impacted 2020. In 2021, variable pay
accruals within Cloud and Network Services cost of sales were higher,
compared to 2020.
Operating expenses
Cloud and Network Services research and development expenses
were EUR 537 million in 2021, a decrease of EUR 15 million, or 3%,
compared to EUR 552 million in 2020. The decrease in Cloud and
Network Services research and development expenses largely
reflected efforts to reduce our cost base. In 2021, variable pay
accruals within Cloud and Network Services research and development
expenses were higher, compared to 2020.
Cloud and Network Services other operating income and expenses was
an income of EUR 20 million in 2021, a change of EUR 33 million
compared to an expense of EUR 13 million in 2020. The change in
other operating income and expenses was primarily due to a net
positive fluctuation in the amount of loss allowances on trade
receivables.
Operating profit
Cloud and Network Services operating profit was EUR 166 million in
2021, a change of EUR 233 million, compared to an operating loss of
EUR 67 million in 2020. Cloud and Network Services operating margin
in 2021 was 5.4% compared to negative 2.2% in 2020. The increase in
Cloud and Network Services operating margin in 2021 was primarily
due to higher gross profit, lower operating expenses and a positive
fluctuation in other operating income and expenses.
Net sales
Nokia Technologies net sales in 2021 were EUR 1 502 million, an
increase of EUR 100 million, or 7%, compared to EUR 1 402 million in
2020. The increase in Nokia Technologies net sales primarily reflects
new and renewed patent license agreements signed this year and in
2020, positive traction in other patent license agreements in the
consumer electronics and automotive sectors, as well as catch-up net
sales related to new patent license agreements. This was partially
offset by lower brand licensing net sales and lower net sales from one
licensee, following the expiration of a patent licensing agreement in
the third quarter of 2021.
Gross profit
Nokia Technologies gross profit in 2021 was EUR 1 497 million, an
increase of EUR 104 million, or 7%, compared to EUR 1 393 million in
2020. The higher gross profit in Nokia Technologies was primarily due
to higher net sales.
Operating expenses
Nokia Technologies research and development expenses in 2021 were
EUR 201 million, an increase of EUR 11 million, or 6%, compared to
EUR 190 million in 2020. The increase in Nokia Technologies research
and development expenses was primarily due to higher investments
to drive creation of intellectual property. In 2021, variable pay accruals
within Nokia Technologies research and development expenses were
higher, compared to 2020.
2021
2020
EURm % of net sales
EURm % of net sales
Year-on-year
change %
1 502
(5)
1 497
(201)
(92)
(19)
1 185
100.0
(0.3)
99.7
(13.4)
(6.1)
(1.3)
78.9
1 402
(9)
1 393
(190)
(81)
1
1 123
100.0
(0.6)
99.4
(13.6)
(5.8)
0.1
80.1
7
(44)
7
6
14
–
6
Nokia Technologies selling, general and administrative expenses in
2021 were EUR 92 million, an increase of EUR 11 million, or 14%,
compared to EUR 81 million in 2020. The increase in Nokia
Technologies selling, general and administrative expenses was
primarily due to higher licensing-related costs. In 2021, variable pay
accruals within Nokia Technologies selling, general and administrative
expenses were higher, compared to 2020.
Nokia Technologies other operating income and expenses in 2021 was
an expense of EUR 19 million, a change of EUR 20 million compared to
an income of EUR 1 million in 2020. The change in other operating
income and expense was primarily related to a settlement charge
related to a one-time transaction.
Operating profit
Nokia Technologies operating profit in 2021 was EUR 1 185 million,
an increase of EUR 62 million, or 6%, compared to an operating profit
of EUR 1 123 million in 2020. The increase in Nokia Technologies
operating profit was primarily due to higher net sales, partially offset
by higher operating expenses and a net negative fluctuation in other
operating income and expense. Nokia Technologies operating margin
in 2021 was 78.9% compared to 80.1% in 2020.
84
NOKIA IN 2021
NOKIA IN 2021
85
Board review Operating and financial review
continued
Group Common and Other
For the year ended 31 December 2021 compared to the year ended 31 December 2020
The following table sets forth the operating results for Group Common and Other, and the percentage of net sales for the years indicated.
For the year ended 31 December
Net sales
Cost of sales
Gross profit
Research and development expenses
Selling, general and administrative expenses
Other operating income and expenses
Operating loss
Net sales
Group Common and Other net sales in 2021 were EUR 257 million,
a decrease of EUR 12 million, or 4%, compared to EUR 269 million
in 2020. The decrease in Group Common and Other net sales was
due to Radio Frequency Systems, primarily driven by lower net sales
in North America.
Gross profit
Group Common and Other gross profit in 2021 was negative
EUR 13 million, compared to EUR 7 million in 2020. Group Common
and Other gross margin in 2021 was negative 5.1% compared to
2.6% in 2020.
Operating expenses
Group Common and Other research and development expenses
in 2021 were EUR 103 million, a decrease of EUR 7 million, or 6%,
compared to EUR 110 million in 2020.
Group Common and Other selling, general and administrative
expenses in 2021 were EUR 213 million, an increase of EUR 6 million,
or 3%, compared to EUR 207 million in 2020. In 2021, variable pay
accruals within Group Common and Other selling, general and
administrative expenses were higher, compared to 2020.
2021
2020
EURm % of net sales
EURm % of net sales
Year-on-year
change %
257
(270)
(13)
(103)
(213)
204
(125)
100.0
(105.1)
(5.1)
(40.1)
(82.9)
79.4
(48.6)
269
(262)
7
(110)
(207)
59
(251)
100.0
(97.4)
2.6
(40.9)
(77.0)
21.9
(93.3)
(4)
3
–
(6)
3
–
(50)
Group Common and Other other operating income and expense in
2021 was an income of EUR 204 million, an increase of EUR 145 million
compared to a net income of EUR 59 million in 2020. The net positive
fluctuation in other operating income and expense in 2021 was
primarily related to increased net benefits from Nokia’s venture
fund investments. In 2021, the net benefit related to Nokia’s venture
fund investments was EUR 190 million, compared to a net benefit
of EUR 50 million in the year-ago period.
Operating loss
Group Common and Other operating loss in 2021 was EUR 125 million,
a change of EUR 126 million, compared to an operating loss of
EUR 251 million in 2020. The change in Group Common and Other
operating loss was primarily attributable to the net positive fluctuation
in other operating income and expense.
The cash inflow from operating activities included in 2021 paid
taxes of EUR 314 million, an increase of EUR 34 million compared to
EUR 280 million in 2020, interest received of EUR 41 million compared
to EUR 33 million in 2020 and interest paid of EUR 192 million compared
to EUR 35 million in 2020.
The cash outflow from investing activities was EUR 1 795 million in
2021, an increase of EUR 357 million compared to EUR 1 438 million
cash outflow in 2020. Cash outflow from investing activities was
primarily driven by net cash outflow of EUR 1 447 million of current
financial investments in 2021, compared to EUR 1 031 million in 2020
and cash outflow due to the capital expenditure of EUR 560 million in
2021 compared to EUR 479 million in 2020. This was partially offset by
net cash inflow from non-current financial investments of EUR 200
million compared to EUR 63 million in 2020.
Major items of capital expenditure in 2021 included investments in R&D
equipment, test equipment, hardware for telecommunication and cloud
environment, repair or improvements of sites, shipyards and vessels.
In 2021, our cash outflow from financing activities was EUR 1 212 million,
compared to EUR 883 million cash inflow in 2020. The cash outflow was
primarily driven by payments of long-term borrowings of EUR 927 million
and payments of the principal portion of lease liabilities EUR 226 million
in 2021 compared to EUR 234 million in 2020.
Liquidity and capital resources
Financial position
As of 31 December 2021, our total cash and current financial
investments (defined as cash and cash equivalents and current
financial investments) equaled EUR 9 268 million, an increase of
EUR 1 207 million, compared to EUR 8 061 million as of 31 December
2020. The increase was primarily attributable to net cash inflow from
operating activities of EUR 2 625 million, partially offset by capital
expenditure of EUR 560 million, repayment of long-term borrowings
of EUR 927 million, and payment of principal portion of lease liabilities
of EUR 226 million. As of 31 December 2019, our total cash and
current financial investments equaled EUR 6 007 million.
As of 31 December 2021, our net cash and current financial
investments (defined as total cash and current financial investments
less long-term and short-term interest-bearing liabilities) equaled
EUR 4 615 million, an increase of EUR 2 130 million, compared to
EUR 2 485 million as of 31 December 2020. The increase was
mainly attributable to net cash inflow from operating activities
of EUR 2 625 million, partially offset by capital expenditure of
EUR 560 million, and payment of the principal portion of the lease
liabilities of EUR 226 million. As of 31 December 2019, our net cash
and current financial investments equaled EUR 1 730 million.
As of 31 December 2021, our cash and cash equivalents equaled
EUR 6 691 million, a decrease of EUR 249 million compared to
EUR 6 940 million as of 31 December 2020. As of 31 December 2019,
our cash and cash equivalents equaled EUR 5 910 million.
Cash flow
2021
The cash inflow from operating activities in 2021 was EUR 2 625 million,
an increase of EUR 866 million compared to a cash inflow of
EUR 1 759 million in 2020. The increase was primarily attributable to an
increase in net profit, adjusted for non-cash items, of EUR 3 358 million,
an increase of EUR 607 million compared to EUR 2 751 million in 2020
and to a lesser extent in a decrease in cash tied-up to net working
capital of EUR 268 million in 2021 compared to EUR 710 million cash
tied-up in 2020. The primary driver for the decrease in net working
capital tied-up compared to 2020 was related to a decrease in
receivables of EUR 239 million compared to an increase in receivables
of EUR 418 million in 2020 and to a lesser extent, a decrease in liabilities
of EUR 459 million compared to a decrease of EUR 845 million in 2020,
offset by an increase in inventories of EUR 48 million compared to a
decrease of EUR 553 million in 2020. The decrease in liabilities during
2021 was primarily attributable to a decrease in contract liabilities
and restructuring and associated cash outflows and partially offset
by an increase in liabilities related to variable pay and an increase in
trade payables.
86
NOKIA IN 2021
NOKIA IN 2021
87
Board review Operating and financial review
continued
2020
Our cash inflow from operating activities in 2020 was EUR 1 759 million,
an increase of EUR 1 369 million compared to a cash inflow of
EUR 390 million in 2019. The increase was primarily attributable to
a decrease in cash tied-up to net working capital of EUR 710 million in
2020 compared to EUR 1 788 million cash tied-up in 2019, and net
profit, adjusted for non-cash items, of EUR 2 751 million, an increase
of EUR 113 million compared to EUR 2 638 million in 2019. The primary
driver for the decrease in net working capital tied-up was related to
a decrease in liabilities of EUR 845 million compared to a decrease
of EUR 2 232 million in 2019, and a decrease in inventories of
EUR 553 million compared to a decrease of EUR 285 million in 2019.
The decrease in liabilities was primarily attributable to a decrease in
trade payables, driven by lower inventory levels, a decrease in deferred
revenue and restructuring and associated cash outflows, partially
offset by an increase in provisions and an increase in liabilities related
to employee benefits. The decrease in inventories was attributable to
improved inventory management and temporary dynamics related to
COVID-19. In 2020, the increase in receivables was EUR 418 million
compared to a decrease of EUR 159 million in 2019.
In 2020, cash inflow from operating activities included paid taxes
of EUR 280 million, a decrease of EUR 236 million compared to
EUR 516 million in 2019; interest received of EUR 33 million compared
to EUR 57 million in 2019; and interest paid of EUR 35 million compared
to EUR 1 million in 2019.
The cash outflow from investing activities equaled EUR 1 438 million
in 2020, an increase of EUR 1 148 million compared to EUR 290 million
cash outflow in 2019. Cash outflow from investing activities was
primarily driven by cash outflow of EUR 1 154 million due to purchase
of current financial investments in 2020, compared to EUR 473 million in
2019, and cash outflow due to the capital expenditure of EUR 479 million
in 2020 compared to EUR 690 million in 2019.
Major items of capital expenditure in 2020 included investments in R&D
equipment, test equipment, hardware for telecommunication and cloud
environment, plants, buildings and construction for transformation
projects, and repair or improvements of sites.
In 2020, our cash inflow from financing activities was EUR 883 million,
compared to EUR 479 million cash used in 2019. The cash inflow
was primarily driven by cash inflow from long-term borrowings of
EUR 1 349 million, partially offset by paid dividends of EUR 148 million,
paid by subsidiaries of the Group to non-controlling interest, compared
to EUR 570 million in 2019, primarily relating to dividends to equity
holders of the parent. The payments of the principal portion of lease
liabilities were EUR 234 million in 2020 compared to EUR 221 million
in 2019.
Financial assets and debt
As of 31 December 2021, our net cash and current financial
investments equaled EUR 4 615 million consisting of EUR 9 268 million
in total cash and current financial investments, and EUR 4 653 million
of long-term and short-term interest-bearing liabilities.
We hold our total cash and current financial investments
predominantly in euro. Our current financial investments mainly
include high-quality money market and fixed income instruments with
strict maturity limits. We also have a EUR 1 500 million revolving credit
facility available for liquidity purposes. The facility has no financial
covenants and remains undrawn.
As of 31 December 2021, our interest-bearing liabilities consisted of
EUR 750 million notes due in 2024, EUR 500 million notes due in 2025,
a EUR 500 million R&D loan from the European Investment Bank
maturing in 2025, a EUR 250 million R&D loan from the Nordic
Investment Bank with final maturity in 2025, EUR 750 million notes
due in 2026, USD 500 million notes due in 2027, EUR 500 million notes
due in 2028, USD 74 million notes due in 2028, USD 206 million notes
due in 2029, USD 500 million notes due in 2039, and EUR 124 million
of other liabilities. The EUR notes maturing in 2024, 2025, 2026 and
2028 as well as the USD notes maturing in 2027 and 2039, are issued
by Nokia Corporation, while the USD notes maturing in 2028 and 2029
are issued by Lucent Technologies Inc., a predecessor to Nokia of
America Corporation (Nokia’s wholly-owned subsidiary, formerly known
as Alcatel-Lucent USA Inc.). The loans from the Nordic Investment Bank
and from the European Investment Bank are drawn by Nokia Corporation.
For more information on our interest-bearing liabilities, refer to Note 21,
Interest-bearing liabilities, of our consolidated financial statements.
In February 2021, we redeemed EUR 350 million of the 1.00%
Senior Notes due March 2021.
In December 2021, we redeemed USD 500 million of the 3.375%
Senior Notes due June 2022.
In June 2021, we exercised our option to extend the maturity date
of the EUR 1 500 million revolving credit facility. Subsequent to the
extension, EUR 1 412 million of the facility has its maturity in June
2026 and EUR 88 million of the facility has its maturity in June 2024.
We consider that with EUR 9 268 million of total cash and current
financial investments, and with our undrawn revolving credit facility,
we have sufficient funds to satisfy our future working capital needs,
capital expenditure, R&D investments, structured finance, venture
fund commitments, acquisitions and debt service requirements, at
least through 2022. We further consider that with our current credit
ratings of BB+ by Standard & Poor’s, Ba2 by Moody’s, and BBB- by
Fitch, we have access to the capital markets should any funding needs
arise in 2022.
We aim to re-establish investment grade credit ratings.
Off-balance sheet arrangements
There are no material off-balance sheet arrangements that have, or
are reasonably likely to have, a current or future effect on our financial
condition, revenues or expenses, results of operations, liquidity,
capital expenditures or capital resources that are material to investors,
except for the purchase obligations and lease commitments, as well
as guarantees and financing commitments disclosed in Note 28,
Commitments, contingencies and legal proceedings, and in Note 34,
Financial risk management, of our consolidated financial statements.
Venture fund investments and commitments
We make financing commitments to a number of unlisted venture
funds that make technology-related investments. The majority of the
investments are managed by NGP Capital, a global venture capital firm
backing entrepreneurs building a responsible and inclusive world
where the confluence of sensors, mobility, software and cloud
solutions will connect people and industries in new ways transforming
how we live and work. In January 2022, Nokia agreed on capital
commitment of USD 400 million to NGP Capital’s new venture fund,
Fund V, with Nokia as a sole investor. For more information on the
new capital commitment, refer to Note 35, Subsequent events,
of our consolidated financial statements.
As of 31 December 2021, our venture fund investments
equaled EUR 758 million, compared to EUR 745 million as of
31 December 2020. For more information on the fair value of our
venture fund investments, refer to Note 22, Fair value of financial
instruments, of our consolidated financial statements.
As of 31 December 2021, our venture fund commitments equaled
EUR 137 million, compared to EUR 189 million as of 31 December
2020. As a limited partner in venture funds, we are committed to
capital contributions and entitled to cash distributions according to
the respective partnership agreements and underlying fund activities.
For more information on venture fund commitments, refer to Note 28,
Commitments, contingencies and legal proceedings, and Note 34,
Financial risk management, of our consolidated financial statements.
Treasury policy
Treasury activities are governed by the Nokia Treasury Policy approved
by the President and CEO within the authority granted by the Board of
Directors and supplemented by operating procedures approved by the
CFO, covering specific areas such as foreign exchange risk, interest
rate risk, credit risk and liquidity risk. The objective of treasury’s
liquidity and capital structure management activities is to ensure that
we have sufficient liquidity to go through unfavorable periods without
being severely constrained by the availability of funds to execute
Nokia’s business plans and implement Nokia’s long-term business
strategy. We are risk-averse in our treasury activities.
Foreign exchange impact
We are a company with global operations and net sales derived from
various countries, invoiced in various currencies. Therefore, our
business and results from operations are exposed to changes in
exchange rates between the euro, our reporting currency, and other
currencies, such as the U.S. dollar. The magnitude of foreign exchange
exposures changes over time as a function of our net sales and costs
in different markets, as well as the prevalent currencies used for
transactions in those markets. Significant changes in exchange rates
may also impact our competitive position and related price pressures
through their impact on our competitors.
To mitigate the impact of changes in exchange rates on our results, we
hedge material net foreign exchange exposures (net sales less costs in
a currency) typically with a hedging horizon of approximately 12 months.
For the majority of these hedges, hedge accounting is applied to
reduce income statement volatility.
In 2021, approximately 25% of Nokia’s net sales and total costs were
denominated in euro, and approximately 50% of Nokia’s net sales and
total costs were denominated in U.S. dollars. In 2021, approximately
5% of Nokia’s net sales and total costs were denominated in
Chinese yuan.
The average currency mix for Nokia’s net sales and total costs:
Currency
EUR
USD
CNY
Other
Total
2021
2020
Net sales
~25%
~50%
~5%
~20%
~100%
Total costs
~25%
~50%
~5%
~20%
~100%
Net sales
~25%
~50%
~5%
~20%
~100%
Total costs
~25%
~50%
~5%
~20%
~100%
For the full year 2021 compared to the previous year, the U.S. dollar
was weaker against the euro. The weaker U.S. dollar in 2021 on a
year-on-year basis had a negative impact on our net sales reported
in euros. However, the weaker U.S. dollar also contributed to slightly
lower costs of sales and operating expenses on a year-on-year basis.
In total, before hedging, the weaker U.S. dollar on a year-on-year basis
had a slightly negative effect on our operating profit in 2021.
For a discussion of the instruments used by us in connection with our
hedging activities, refer to Note 34, Financial risk management, of our
consolidated financial statements. Refer also to “Operating and
financial review and prospects – Risk factors”.
88
NOKIA IN 2021
NOKIA IN 2021
89
Board review In our sustainability work, we focus on 13 key
topic areas based on the results of a thorough
materiality analysis. Our materiality analysis is
based on global macro trends that have an
impact on sustainable development, our
regular engagement with various stakeholders
including our customers and investors, and
benchmarking industry peers and leaders
in sustainability. The diagram on the right
shows the top right quadrant of our
materiality matrix.
Improving lives with technology
Environment
Our people
Integrity
All the topics shown in this diagram are material to
our sustainability work. Those in the top right corner
of the diagram are most important to our business
and sustainable development.
H
G
I
H
T
N
E
M
P
O
L
E
V
E
D
E
L
B
A
N
I
A
T
S
U
S
N
O
T
C
A
P
M
I
Connecting people and things
Sustainability related
products and services
Nokia’s direct
economic impact
Climate
KEY
FOCUS
Ethical business practices and
corporate governance
Preventing the misuse
of our technology
Health
and safety
Privacy and
data security
Responsible
sourcing
Labor practices – own
operations
Employee
engagement,
diversity and
inclusion
Prevention of environmental
pollution in own operations
Sustainable
product materials
and E-waste
IMPACT ON OUR BUSINESS
HIGH
Sustainability and corporate responsibility
Sustainability
and corporate
responsibility
We believe the positive impact of the technology we create and deliver provides
our greatest contribution to the United Nations Sustainable Development
Goals (SDGs) and considerably outweighs potential negative impacts.
Our products and solutions are designed to
drive social, environmental, and economic
progress and are essential to solving some
of the world’s greatest challenges including
stalled productivity, climate change and
unequal access to opportunity. They bring
digitalization to physical industries, making
them more efficient and sustainable,
contribute to a more equitable, secure
society, providing access to better healthcare,
education and greater economic opportunity
and a cleaner, safer planet with reduced
carbon emissions and more efficient use
of natural resources.
We aim to minimize the negative impact of our
operations through continuous improvement
in product design and responsible business
practices that are underpinned by robust
policies, processes and management
systems that align with globally recognized
frameworks. Our business model is
described in the “Business overview”
section of this report.
Our purpose, strategy and targets
Our sustainability approach aligns with
the topics that are most material to our
business and where we have most impact on
sustainable development, providing structure
and focus for our activities. At the core of our
approach is the belief that our technology
improves people’s lives. Our technology
connects people to the services, places,
opportunities and other people that matter
to them. This is aligned with our company
purpose: Creating technology that helps the
world act together.
Our sustainability focus is built around actions
in three core areas where we believe we can
have the greatest impact – Climate, Integrity
and Culture. The three core areas are
underpinned by well-managed fundamental
responsible business processes, procedures
and activities (see the picture below).
Fundamental responsible
business requirements
– Environmental management
– Circularity
– Portfolio energy efficiency
– Supplier human and labor
rights
– Health & safety
– Inclusion & diversity
– Labor practices in own
operations
– Ethics & compliance
– Preventing misuse of
technology
– Responsible sourcing
– Data privacy & security
ATE
LIM
C
C
U
L
T
U
R
E
CREATING
TECHNOLOGY
THAT HELPS THE
WORLD ACT
TOGETHER
INTEG R I T
Y
90
NOKIA IN 2021
NOKIA IN 2021
91
Board review
Sustainability and corporate responsibility
continued
Our business and the UN Sustainable Development Goals
The United Nations Sustainable Development Goals (SDGs) and their targets are a key framework for our
sustainability work. For us, goals 8, 9 and 13 are the most material and provide the areas in which we can
have the greatest positive impact. More examples of how the work we do actively contributes to SDGs
beyond these three goals can be found in our People & Planet report and on our website. We believe
technology will continue to play a critical role in accelerating and achieving all 17 SDGs.
Key sustainability targets
Our targets are determined based on our sustainability approach and scope and balanced between short,
medium and long term targets. The key targets are listed in the table below. More information about new
targets set in 2021 and details about our work towards achieving the targets can be found as part of our
2021 People & Planet report.
Promote inclusive
and sustainable
economic growth,
employment and
decent work
As a global company we have significant
direct and indirect economic impact. Our
direct economic impact includes for example
our purchasing from suppliers, wages and
benefits paid to our employees, income taxes
paid to the public sector, and community
investments. The benefits of the technology
we provide deliver our greatest indirect impact.
Build resilient
infrastructure,
promote sustainable
industrialization and
foster innovation
Goal 9 remains the most material SDG for us
in the area of helping the world act together
and improving people’s lives with our
technology. It relates directly to the core
of our business. The networks we supply to
our customers provide access to people
everywhere, connecting them to more
information, more public services and greater
economic opportunities. The connectivity
and digitalization our products and solutions
provide are critical enablers of sustainable
transformation of asset heavy industries
including manufacturing.
Take urgent action
to combat climate
change and its
impacts
Climate change is the most significant
sustainability challenge for our business and
the planet and requires that we put in place
the processes and concrete actions to do our
part. Through the technology we provide we
also help customers, other industries,
individuals and society digitalize industrial
processes so that they become more
predictive and productive, with reduced
emissions. We have set an ambitious
science-based target (SBT) in line with the
1.5°C warming scenario to reduce our scope
1, 2 and 3 greenhouse gas emissions by 50%
between 2019 and 2030. The SBT also
includes reaching net zero by 2050.
Focus area
Target
year
Base
year
Target
2030
2019
Our Science-based target (SBT):
Reduce our greenhouse gas (GHG) emissions
across our value chain (Scope 1, 2 and 3) by 50%
between 2019 and 2030, and reach net zero
by 2050.
Target status
Not on track
2021 results
Emissions covered by our SBT were 37 598 000
tCO2e* which, as anticipated, are 8% above our
cumulative carbon budget for 2020–2021, if a
linear reduction from 2019 is expected annually.
However, we do not expect the reduction of
emissions in our value chain to be a linear
process. We plan to achieve our target of 50%
reduction in emissions by 2030 as we see
greater impact as more energy efficient
products and features of our portfolio are
adopted and decarbonization of the electricity
grid continues globally.
CLIMATE
2030
2019
Our final assembly suppliers reach net zero
emissions
by 2030.
Our final assembly suppliers’ emissions were
59 000 tCO2e which is a 22% decrease
from 2019.
On track
2030
2019
Our suppliers reduce GHG emissions by 50%
by 2030.
Our suppliers’ emissions were 1 571 600 tCO2e
which is a 49% decrease from 2019.
On track
2021
2020
Reach 45% coverage of renewable electricity
from the total purchased electricity.
53% of our purchased electricity was renewable.
Achieved
2021
2019
Reduce GHG emissions from our facilities
(Scope 1 and 2) by 20%.
Emissions from our facilities were 243 200
tCO2e which is a 30% reduction from 2019.
Achieved
2021
2020
Divert 70% of facility waste from landfill.
80% of facility waste was diverted from landfill.
Achieved
2030
2016
100% of suppliers delivering high risk activity to
meet “H&S preferred supplier” status (score 4 or
more out of 5) in our Health & Safety maturity
assessment.
23% of relevant suppliers met H&S preferred
supplier status.
On track
2021
2020
Keep the unexplained pay-gap closed.
The unexplained pay-gap was closed for 2021.
Achieved
CULTURE
2021
2020
Reach a minimum of 26% female hires in all
global external recruits.
25% of external recruits were women.
We aim to increase our marketing,
communication and talent attraction activities
to make Nokia’s employer brand stand out for
diversity-friendly employment policies.
Not achieved
2021
2020
Direct 30% of our corporate social responsibility
(CSR) program spend towards initiatives focused
on empowering diversity.
33% of our CSR program spend was focused on
empowering diversity.
Achieved
2030
2016
Reach 85% favorability of employee/line manager
engagement on ethics and compliance.
INTEGRITY
2025
2020
2022
2020
80% of suppliers receive satisfactory
sustainability score from supplier performance
evaluation (includes performance across our
sustainability assessment programs such as
EcoVadis, CDP, Conflict minerals).
Complete our second Global Network Initiative
(GNI) assessment and, as a result, Nokia deemed
to have shown good faith efforts to implement
the GNI principles in freedom of expression
and privacy.
Progress against the target was measured as
favorable responses to the following question in
our employee survey: “My line manager sets a
positive example by acting with integrity.” 91% of
the responses were favorable.
On track
68% of suppliers received satisfactory
sustainability score.
On track
Preparation to the assessment was started.
On track
2021
2020
95% of our employees complete Ethical
Business Training.
97% of employees completed the training.
Achieved
*tCO2e = tons of carbon dioxide equivalents
92
NOKIA IN 2021
NOKIA IN 2021
93
Board review Sustainability and corporate responsibility
continued
Sustainability governance
The Board of Directors evaluates the Company’s sustainability-related risks and target setting as well as their implementation and effectiveness
in Nokia. In 2021, the Board approved the selected key sustainability targets on climate change and diversity (included in the short-term incentive
program) and also reviewed the evolving ESG (environmental, social and governance) requirements and expectations, investor feedback and
disclosure approach. In addition, the Board Committees monitor environmental and social developments and activities in the Company in their
respective areas of responsibilities. In 2021, the Chief Corporate Affairs Officer had overall responsibility for sustainability in the Group Leadership
Team (GLT). In line with our new mode of operation, GLT approves sustainability-related strategy, targets and operational frameworks, within which
corporate functions and business groups can operate. This enables accountability and empowerment of each business group whilst maintaining
appropriate strategic and operative oversight. Independent councils and committees, such as the Sustainability Council, are used to steer,
align and ensure the implementation of these strategies, targets and frameworks and make recommendations to the GLT. Our overall sustainability
governance framework and responsibilities are shown in the diagram below.
Nokia Board
of Directors
Group
Leadership
Team
■ Reviews sustainability performance and targets minimum once a year and approves
select key sustainability targets and corporate donations budget.
■ Specific sustainability topics are reviewed by Board Committees based on their
responsibilities, including sustainability reporting, related risk management, ethics,
cybersecurity and privacy, culture, human capital management and embedding
sustainability in our technologies.
■ Reviews and approves implementation of and changes to sustainability-related policies,
management and operational frameworks, strategy, targets and performance, annual
sustainability report, and links to rewarding.
■ Conducts sustainability review and provides feedback minimum 2 times per year and as
topic-specific areas require
■ CEO, CFO and business group presidents review additional sustainability topics minimum
two times per year as part of Nokia business reviews.
Sustainability
Council
Donations and
Sponsorships
Committee
Inclusion and
Diversity Steering
Committee
■ Steers the alignment of sustainability
■ Sets principles for allocation of
■ Reviews annual Inclusion and Diversity
strategy, priorities, and the
implementation of sustainability
activities across Nokia
■ Contributes to the sustainability
strategy and materiality assessment,
and reviews sustainability targets
and performance
■ Provides additional insight to
sustainability-related risks and
opportunities
Members
Senior leaders from units representing
product development, real estate,
strategy and technology, human
resources, and procurement.
Convened 7 times in 2021.
corporate donations and investments
for universities and communities
■ Approves funds for donation
allocation and reviews major
sponsorships
■ Assesses the impact of all donation
programs
Members
Chief Financial Officer, Chief Corporate
Affairs Officer, Chief People Officer,
Chief Technology Officer, Chief
Compliance Officer, Vice President
Head of Customer Experience Finance.
Convened 2 times in 2021.
(I&D) plans
■ Sets Nokia-level I&D ambitions and
measures impact and targets
■ Evaluates business group level I&D
actions and provides feedback to
business groups
Members
Chief Legal Officer, Head of Inclusion &
Diversity, other senior leaders from
business groups, Human Resources,
ESG and legal, and representatives
from employee resource groups.
Convened 3 times in 2021.
ESG
function and
Sustainability
Forum
Corporate ESG function drives
the implementation of the
sustainability strategy and actions
needed to achieve the targets at
the operational level. A Forum
of subject matter experts from
business units and functions
facilitates information sharing and
helps implement processes and
activities to achieve the targets.
Ethics and
Compliance
Office
Provides training and supports
employees in making decisions
that are ethical, legal, and
consistent with our values.
Investigates concerns about
potential breaches of our Code
of Conduct.
Risk management
Sustainability risks and opportunities are part
of our Enterprise Risk Management framework
with multi-disciplinary company-wide risk
identification, assessment, and management
processes. We recognize and aim to mitigate
the potential risks and negative impacts
associated with our business whether related
to technology, supply chain, climate or people,
while also driving the opportunities within and
beyond our business in order to contribute to
achieving the UN Sustainable Development
Goals. Our Code of Conduct defines our way
of working and we have clear policies and
processes for each identified material
sustainability risk.
The main features of our risk management
systems are described as part of our
Corporate governance statement (see
Corporate Governance—Risk management,
internal control and internal audit functions
at Nokia). In addition, the “Risk factors”
section of this report provides discussion
on the most important risk factors affecting
our operations. These risks include
sustainability-related issues such as:
■ product safety
■ environmental accidents
■ health & safety
■ privacy and security, including
cybersecurity threats
■ potential human rights abuse through
misuse of the technology we provide
■ potential lack of proper respect for
human rights, fair labor conditions,
the environment and communities
in our operations and supply chains
■ non-compliance with regulations or our
supplier and customer requirements
■ violation of ethical standards, including
our Code of Conduct
■ labor unrest and strikes
■ inability to retain, motivate, develop and
recruit appropriately skilled employees
■ purchasing boycotts and public harm
to our brand
■ issues with tariffs and taxation, including
tax disputes
■ disruptions in our manufacturing, service
creation, delivery, logistics or supply chain
caused, for instance, by natural disasters,
military actions, civil unrest, public health
and safety threats (including disease
outbreaks), many of which may be fueled
by the adverse effects resulting from
climate change.
How these risks are managed, including
related key policies and actions, is further
discussed in the following paragraphs,
in the context of relevant topics.
Work at height and electrical work related to roll
out of networks requires us to insist on strict
health & safety requirements for all those
working on behalf of Nokia.
94
NOKIA IN 2021
NOKIA IN 2021
95
Board review
Sustainability and corporate responsibility
continued
LIMAT E
C
C
U
L
T
U
R
E
INTEG R I
T
Y
Combating
climate change
Our Highlights
We committed to use
100%
renewable electricity in our
facilities by 2025.
COP26
We joined the World Economic
Forum’s First Movers Coalition
as a founding member at COP26
climate conference in Glasgow.
46%
less energy was used on average
by the customer networks we
modernized in 2021 compared
to those not modernized.
Climate change is a significant risk to society.
We recognize that we provide products and
services globally that may affect the
environment and climate as manufacturing,
distributing, and operating these products
require energy and other resources. Our most
material climate-related opportunities and
risks are related to our ability to help other
industries to reduce their emissions and the
energy efficiency of our products. We believe
that the opportunities our technology
provides to customers, industry and society,
and the measures we have taken in our
operations can positively contribute to
the fight against climate change.
Our own operations are not very sensitive
to the changes in energy pricing or natural
catastrophes and severe weather, but climate
change can impact our customers and supply
chain, as well as the global economy, political
and social stability. We have aligned our
climate-related disclosures in our CDP report
according to the guidance of the Task Force on
Climate-related Financial Disclosures (TCFD).
CDP is a global organization that runs a bespoke
global disclosure system for investors,
companies, cities, states, and regions to
manage their environmental impacts.
We have in place a robust environmental
management system and environmental
policy, supported by documented
processes and procedures to ensure their
implementation. The system helps us to
monitor our progress and identify needed
improvements. Our own operational
footprint is certified under the ISO 14001
environmental management system
standard and at the end of 2021 the
coverage of employees within the scope
of that certification was 88%.
Our climate ambition
We have set a science-based greenhouse
gas (GHG) emission reduction target through
the Science Based Target (SBT) initiative:
our target is to reduce our emissions by
50% between 2019 and 2030 across our
value chain (Scope 1, 2 and 3). Our Scope 1
GHG emissions were 124 300 tCO2e and
market-based Scope 2 emissions were
224 500 tCO2e. At the end of 2021, our
progress on scope 2 emissions has been
faster than initially planned as we continue
to make significant improvements in our
own operations. To further accelerate
improvements in our own operations we
also announced our new target to purchase
100% renewable electricity in our facilities
by 2025 and joined the RE100 initiative
as communicated in January 2022.
Our strategy to increase
circularity follows the
classic waste hierarchy.
The first principle of this
is always the avoidance
of waste, which we do
through digitalization,
operational efficiency
and product life
extension.
Circularity
Closing the circularity gap is essential in
fighting climate change. We embed circularity
into everything we do and our strategy to
increase circularity follows the classic waste
hierarchy. First, we focus on the avoidance
of waste through digitalization, operational
efficiency and product life extension. As we
cannot dematerialize everything, we ensure
robust waste management practices are in
place, where we look for options for reuse and
material recycling when reuse is not possible.
The final options are recovery and landfill.
We offer refurbishment and recycling of
older equipment as an integral part of our
product lifecycle management. In 2021,
we sent around 3 270 metric tons of old
telecommunications equipment for materials
recovery and we refurbished or reused
approximately 55 400 units with a combined
total weight of 350 metric tons.
Our Scope 3 emissions were 40 634 700
tCO2e, increasing from the previous year due
in part to our sales growth and sold product
mix. This means we are not on track with
our SBT if a linear reduction from 2019 is
expected annually. However, we do not expect
the reduction of emissions in our value chain
to be a linear process. We plan to stay within
the 2020-2030 cumulative carbon budget
and achieve our target of 50% reduction in
emissions by 2030 as we see greater impact
as more energy efficient products and
features of our portfolio are adopted and
decarbonization of the electricity grid
continues globally.
Improvements in our product energy
efficiency in 2021 included for example FP5,
our fifth generation of high-performance IP
routing silicon, and the latest range of our
AirScale 5G products. Implementing our AVA
solution provides additional efficiency by
powering down parts of the radio network
when traffic levels are low. Modernization of
legacy networks also drives improved energy
efficiency, and the customer base station
sites we modernized in 2021 used on average
46% less energy than those where our
customers did not modernize. We also work
with our suppliers to reduce our upstream
indirect emissions – read more in the
Responsible sourcing section of this chapter.
We look for options to recover and reuse materials
and components and to use recycled content in
our products in order to drive a circular approach.
Given our good progress in reducing Scope 1
emissions, we decided to accelerate our
climate ambition regarding our own operations
and announced our new target to purchase
100% renewable electricity in our facilities
by 2025 and joined the RE100 initiative.
96
NOKIA IN 2021
NOKIA IN 2021
97
CREATINGTECHNOLOGYTHAT HELPS THEWORLD ACTTOGETHER Board review
Sustainability and corporate responsibility
continued
LIMAT E
C
C
U
L
T
U
R
E
INTEG R I
T
Y
Conducting
our business
with integrity
Our Highlights
97%
of our employees completed
the Ethical Business Training
In 2021, we implemented
439
supply chain audits, including 64 onsite
in-depth audits on corporate responsibility
topics, 36 onsite audits against our supplier
requirements and 339 supplier assessments
conducted using the EcoVadis scorecards
We became an official member of the
Responsible
Business Alliance
We strive to conduct business in a manner consistent with the highest standards of business
ethics and integrity. We work to earn and keep the trust of our customers, governments,
employees and other stakeholders with whom we interact. Doing so requires a strong culture
of integrity, driven by leaders and embraced by all our employees, and a robust compliance
program that is agile, practical and effective, and that reflects Nokia’s high standards.
Our Code of Conduct
Our Code of Conduct provides the framework for our commitment to integrity. It unites us
behind a common vision and set of values. Our Code of Conduct sets out four straightforward
defining principles: we follow the laws where we do business; we set an example for one
another by being honest and fair; we promote a culture of integrity through mutual respect
and trust; and we hold each other accountable to adhere to the Code of Conduct and report
potential violations. These four straightforward, guiding principles are supplemented by 14 key
business policy statements covering critical issues and risks we face (see the picture below).
We do business
the right way
■ Conflicts of interests
■ Dealing with government officials
■ Fair competition
■ Improper payments (Anti-corruption)
■ Trade compliance
■ Working with third parties
We respect
our people and
community
■ Environment
■ Fair employment
■ Health, safety & labor conditions
■ Human rights
■ Privacy
We safeguard
our assets
■ Controllership
■ Intellectual property & Confidential information
■ Insider trading
The Anti-Corruption Center of Excellence
(CoE) is a dedicated group within our
compliance team that assesses, monitors,
and approves or rejects engagement with
high-risk third parties (including, but not
limited to, commercial third parties and
other high-risk suppliers), as well as practices
such as gifts, entertainment, hospitality,
sponsorships and donations. Potential
customers are screened to identify risks
related to such matters as money laundering,
terrorism financing, and human rights abuses.
The activities of the CoE are digitalized and
tool-based, including, for example, monitoring
and training of third parties. Third parties
must adhere to our Third-Party Code of
Conduct, and they are required to sign
our anti-corruption certification annually.
A separate Code of Ethics sets out further
expectations of our President and CEO,
Chief Financial Officer, Deputy Chief Financial
Officer and Corporate Controller. We also have
a Third-Party Code of Conduct that applies
to external third parties with whom we work,
which clearly states our expectations
regarding ethical conduct. Our codes are
further supplemented by policies, procedures,
and guidance documents covering a range
of topics, such as third-party screening
procedures and corporate hospitality.
In 2021, we continued our longstanding
practice of providing annual training to our
employees on ethical business practices,
as well as other important topics such as
inclusion and diversity and information
security. Our Ethical Business Training was
completed by 97% of our employees,
surpassing the target of 95%. We provide a
range of trainings and resources that include
comprehensive online courses, targeted
micro-learnings, compliance job aids, and live
training. In 2021, anti-corruption training was
delivered to business groups, regional groups,
Nokia service companies, joint ventures and
other stakeholders with close to 6 000
individuals trained.
Anti-corruption and bribery
We do not engage in, nor do we tolerate,
corrupt behavior by our employees, partners,
or suppliers. Improper payments are strictly
prohibited. We employ a multi-faceted
approach to prevent corruption. We have clear
and unequivocal policies concerning improper
payments, facilitation payments, gifts and
hospitality, sponsorships and donations,
and other areas of corruption risk.
We carry out training and regularly
communicate to our employees regarding
legal and compliance risks, and we review
these risks and our mitigation measures with
the company’s senior leadership and Audit
Committee of the Board of Directors. We
conduct periodic audits and risk assessments
to ensure that we identify and respond to
corruption risks across our operations.
Our Compliance Operations Reviews are
comprehensive assessments of compliance
risk within regions and business groups.
We also carry out risk-based due diligence
and monitoring procedures for different
categories of third parties (such as suppliers
and business partners) to assess and manage
potential risks related to engaging and
working with them. In addition, we screen
our end customers to assess possible legal,
compliance and reputational risks, including,
but not limited to, sanctions and money
laundering risks.
98
NOKIA IN 2021
NOKIA IN 2021
99
Sharing best practices is an integral part of our
way of working and an important training method.
CREATINGTECHNOLOGYTHAT HELPS THEWORLD ACTTOGETHER Board review
Sustainability and corporate responsibility
continued
Oversight and grievance mechanisms
Our Board of Directors and its Audit
Committee and our executive leadership
team all provide oversight of our ethics and
compliance program. Our Chief Compliance
Officer provides periodic reports and
updates concerning compliance programs,
investigations, and evolving external
enforcement and risk trends to the Board,
Audit Committee and others, as needed.
Employees are expected and encouraged to
report concerns about ethical misconduct,
potential violations of law, our Code of
Conduct, or our company policies. We provide
numerous channels and mechanisms to
facilitate such reporting, including the means
to report anonymously (unless prohibited
by local law), and we strive to ensure that
employees feel comfortable reporting
concerns. Our global Ombuds program
helps drive our ‘speak-up’ culture and allays
any concerns employees may feel about
potential reprisal for having filed a report.
In 2021, we received 853 concerns, of which
361 were investigated by our Business
Integrity Group (our investigations team in
the compliance organization) as alleged
violations of our Code of Conduct. In 2021,
the Business Integrity Group closed 261
investigations into alleged violations of
our Code of Conduct, 72 of which were
substantiated with cause found after
investigation. We also implemented corrective
actions including 13 dismissals and 15 written
warnings following investigations conducted
by the Business Integrity Group. Beyond
individual discipline, these investigations
resulted in detailed root cause analysis, and
remedial measures and improvements were
identified and monitored for implementation.
Data privacy and security
We have established a comprehensive
company-wide privacy program based on
relevant laws, best practices, and standards.
This program is supported by, and aligned
with, corporate, business-group, and central
functions-level policies and processes. We aim
to mitigate privacy risk in relation to the data
we collect, process and store. We observe the
concept of data minimization, meaning we
endeavor only to collect personal data that
is necessary for the purposes for which it is
collected and to retain such data for no longer
than is necessary. We implement appropriate
controls to ensure that only persons with a
clear and justifiable need to know can access
personal data. We have formal processes and
procedures in place to manage and mitigate
any related risk to data subjects in the event
of a personal data breach. These processes
also include mechanisms to communicate in
a timely fashion with supervisory authorities,
should that be required. We measure and
monitor privacy maturity by undertaking
privacy maturity assessments across the
business. A program of privacy awareness
and training ensures we continuously and
effectively address areas of the highest
privacy impact.
Security is a key concern in 5G, IoT and
other new technologies. We aim to develop
products and services that meet or surpass
the applicable security standards. Hence,
we build privacy and security into the design
of our products and services and employ
appropriate safeguards to protect data
against unauthorized use or disclosure.
Nevertheless, we and our products may
be subject to cybersecurity incidents
including those resulting from hacking,
viruses, malicious software, unauthorized
modifications, or other activities that may
cause potential security risks and other
harm to us, our customers or other end
users of our products and services.
Therefore, we have developed and
implemented processes and tools for use in
product development, referred to as Design
for Security or DfSec, which underlies all
product development. In 2021, product
security and DfSec requirements have
been further enhanced to meet the latest
industry standards.
We have regular engagement at Board and Leadership
levels to ensure oversight of ethics and compliance
and other sustainability topics.
Security is a key concern in today’s ever more
complex networks. We build security and privacy
into the design of products and networks,
with appropriate data protection safeguards.
We have a Nokia-wide Information Security
Policy in place to reduce business risks by
protecting and managing Nokia information
in a consistent way, to protect the rights and
interests of Nokia customers and Nokia, and
to enable transparency and accountability
with respect to the treatment of all Nokia
information. We are committed to comply
with industry leading security practices and
have ISO 27001 certifications for selected
operations. We also continue improving our
information security capabilities within
people, technologies and processes, as well
as expanding the scope of the ISO 27001
certification.
Human rights – freedom of expression
and privacy
We are committed to the principles of the
Universal Declaration of Human Rights, the
United Nations Global Compact, and the
Organisation for the Economic Co-operation
and Development (OECD) guidelines for
Multinational Enterprises. We encourage our
suppliers and business partners to share
these values. We endorsed the United Nations
Guiding Principles on Business and Human
Rights in 2011. Our Code of Conduct together
with our Human Rights Policy sets out our
approach to human rights. Our human rights
processes cover the whole value chain, from
supplier management to product end use
and we have set clear requirements for all
areas separately.
Our Human Rights Due Diligence (HRDD)
process, which is embedded in our global
sales process, provides the mechanism and
tools to effectively deal with our most salient
human rights risks arising from the potential
misuse of the products and technology we
provide. Before any sale is made, we aim to
identify the level of possible risk to human
rights through potential misuse of our
technology and provide mitigation if any risk
is identified. The HRDD process is initiated
according to various triggers including
technology type, customer, country and use
case. Of the cases handled by HRDD in 2021,
73% were resolved as ‘Go’, 26% as ‘Go with
conditions’, and 1% as ‘No go’. In addition to
potential product misuse, human rights risks
appear in our global supply chain. Our supply
chain risks and activities are further discussed
in the Responsible Sourcing section below and
in a separate modern slavery statement
published on our website.
Human Rights Due Diligence
cases reviewed in 2021
13
2
1 Go
2 Go with conditions
3 No go
73%
26%
1%
The technology we provide can bring positive benefits to individuals and society
as whole. We have a robust Human Rights Due Diligence process that aims to
ensure the technology we provide is not misused to limit the privacy or freedom
of expression of any individual or group.
We are a member of the Global Network
Initiative (GNI), a multi-stakeholder group
of companies, civil society organizations
(including human rights and press freedom
groups), investors, and academics working
together to protect and advance freedom
of expression and privacy in the ICT sector.
A condition of membership for companies
is agreement to adhere to the GNI Principles
and allowing GNI to conduct an independent
assessment of the member company’s
progress towards implementing the GNI
Principles. We have started initial engagement
and preparation in the fourth quarter of 2021
for the next assessment and will undergo
our second independent assessment
during 2022.
100
NOKIA IN 2021
NOKIA IN 2021
101
Board review
Sustainability and corporate responsibility
continued
Our Highlights
COP26
At COP26 UN Climate change
conference we were recognized for
our capacity building work in supply
chains through an award by Defra UK
(Department for Environment, Food
and Rural Affairs UK) and Responsible
Business Alliance.
Responsible sourcing
We expect our suppliers to adhere to our
Third Party Code of Conduct and provide
them with our Supplier Requirements,
including the Responsible Business Alliance
(RBA) Code of Conduct and additional,
Nokia-specific sustainability requirements.
The requirements cover such topics as
environment, health, safety and security,
privacy, risk management, labor and human
rights management, and ethics. We also run
assessments and audits of our suppliers and
provide training to ensure they meet our
ethical requirements and continuously
improve on their performance.
While COVID-19 and related precautions have
limited the possibility of conducting onsite
audits, we continue to assess and monitor
our suppliers with more focus on remote
activities. In 2021, we implemented
439 supply chain audits (391 in 2020),
including 64 onsite in-depth audits on
corporate responsibility topics, 36 onsite
audits against our supplier requirements and
339 supplier assessments conducted using
the EcoVadis scorecards. We also ran training
workshops for suppliers including for example
topics such as climate change, conflict-free/
responsible minerals sourcing, modern
slavery, and health and safety. Following
growing concerns around mistreatment
of ethnic and other minorities globally,
we have conducted refresher training sessions
regarding modern slavery and inclusion
and diversity for our suppliers located in
high-risk countries, conducted further risk
assessments, and carried out a supplier
survey around inclusion and diversity.
We also continued our work with the Joint
Audit Cooperation, a group of our major
customers who collaborate to drive
improvement and transparency in supply
chain management, and we became an official
member of the Responsible Business Alliance.
Traceability of our materials and ensuring our
products are conflict-free are a priority for us,
as evidenced in our Responsible Minerals
Policy, which can be found online. The
potential risks associated with the mining and
trade of metals that provide key minerals in
electronic components may include impacts
related to military conflict, human rights
violations, as well as negative environmental
impacts. Tin, tantalum, tungsten, gold and
cobalt are in scope of our due diligence. By
the end of 2021, 99% of our suppliers had
achieved full visibility to the smelters in our
supply chain, and for 97% of our suppliers the
entire supply chain consists of smelters that
have been validated as conflict-free, active in
the validation process or low risk. Our latest
Conflict Minerals report was also updated
during the year.
Share of suppliers that have achieved conflict-free status
99%
97%
100%
80%
60%
40%
20%
0%
We have partnered with our logistics service provider to reduce
emissions through net-zero flights that use Sustainable Aviation Fuel.
Traceability
of our materials
and ensuring our
products are
conflict-free are
a priority for us.
We continued our CDP Supply Chain Program,
creating environmental improvement
programs and improving our upstream
indirect emissions that occur in the chain.
In 2021, 441 of our key suppliers responded
to the CDP’s request to disclose their climate
performance information and 296 also
provided emission reduction targets.
We also had 273 suppliers responding on
the CDP Water security questionnaire.
To move forward with climate-related targets,
we also encouraged suppliers to set climate
targets to be in line with the Science
Based Targets initiative and recognized
climate-related innovations as part of
our Supplier Diamond Awards Program.
With our final assembly suppliers,
we worked on specifying the activities for
realizing their 2030 net-zero roadmaps.
To help us reduce our logistics emissions
we partnered with our logistics service
provider to implement net-zero flights using
Sustainable Aviation Fuel. To accelerate
industry collaboration on reaching 1.5°C
ambition, we were one of the founding
members in the World Economic Forum’s
First Movers Coalition. The Coalition is tasked
to create the market and spur growth by
leveraging collective demand and committing
to buying zero-emission goods and services
across eight critical industry sectors by 2030.
At COP26 UN Climate change conference we
were recognized for our capacity building
work in supply chains through an award by
Defra UK (Department for Environment,
Food and Rural Affairs UK) and Responsible
Business Alliance.
102
NOKIA IN 2021
NOKIA IN 2021
103
Suppliers that have completed
identification of all smelters
Suppliers that have achieved
conflict-free status
Board review
Sustainability and corporate responsibility
continued
LIMAT E
C
C
U
L
T
U
R
E
INTEG R I
T
Y
Our culture –
Open, Fearless
and Empowered
At Nokia, we care about our people. We aim to hire and retain
the best talent and provide a work environment where each
person can thrive.
Our essentials describe the foundation of our culture. There
are three – open, fearless and empowered – which incorporate
our values and determine how we, both as a company and as
individuals, interact with each other and the world around us.
The essentials reflect how it should feel to work at Nokia,
and what we want our customers, suppliers and partners
to experience working with us.
Our Highlights
We introduced our new
Nokia Essentials –
which describe the foundation of our culture.
Open
I am open in mindset; to opportunity, to the future
and evolving market needs, to new approaches,
and to collaborate.
Every employee in Nokia received a
Recharge Day,
an additional day of leave to emphasize
the importance of work-life-balance.
Fearless
I am fearless and bring my authentic self to work, sharing my
ideas and opinions and knowing that mistakes are ok as long
as we can learn from them.
Empowered
I am empowered and supported to make decisions and
own my work because I am trusted and I trust my colleagues,
who have my back in success or failure.
Our essentials are brought to life through our
people strategy.
Putting our people at the
heart of everything we do
Nokia people strategy
The people strategy translates the essentials into ambitions
and actions in four ways:
Growing together
Nokia people strategy
Leading lights
Nokia people strategy
People need to develop and refresh their skills in order to succeed
in their roles and grow their potential. Our objective is to enrich,
recognize and reward individual experience and skills, matching
personal and professional growth with the business needs of Nokia.
We are committed to employee development and growth by providing
resources, learning opportunities and programs to enable employees
and teams to grow and develop business-critical technical, leadership
and professional skills and manage their personal wellbeing. We have
around 280 internal coaches and around 400 mentors who are made
available to all employees. In 2021, many of our face-to-face programs
were impacted by COVID-19 and repurposed to be delivered virtually.
On average our employees spent 30 hours in training during 2021.
In times of change and uncertainty, it is more important than ever to
lead with the essentials, and with strong human skills that promote
psychological safety. The new hybrid working environment requires
connecting with employees in new ways, engaging through empathy,
whilst retaining strategic and operational focus.
In 2021 we designed our leadership expectations around our
essentials, embracing feedback and performance growth. The
leadership approach also includes “informal leaders” such as project
leads and scrum masters to ensure that anyone influencing the work
of others is equipped to do so. We delivered programs for new line
managers and leaders covering around 600 participants to ensure
they are equipped to develop and retain our people, and to help them
grow in this unprecedented environment.
We belong
Nokia people strategy
Experience is
everything
Nokia people strategy
To embed our new mode of operation we are shaping the Nokia
environment to enable people to be empowered and productive.
We strive for increased flexibility in how and where employees work,
simplified policies and processes, psychological safety and the
feeling of working in a united manner.
We announced our new flexible working approach that will be
effective from 2022 and allows employees (subject to business need)
to work up to three days a week remotely on average, provides greater
acceptance of fully remote work, and greater flexibility in their
working hours.
We are building a culture of belonging and personal connection to the
broader Nokia community. To truly act together, we must be inclusive,
offering equal opportunities so that everyone feels valued, heard,
and able to contribute.
In 2021, we renewed our D&I ambition, strategy, and targets to
continuously improve the inclusion of all our employees with special
focus on historically underrepresented groups. We introduced a
mandatory training to help recognize exclusive behaviors and
understand their consequences.
We continue to drive improvements in gender diversity by:
■ Monitoring pay equity. Assessment of the unexplained pay gap,
as well as any mitigations required, are built into our annual salary
review to ensure that any pay gaps remain closed.
■ Targeting 26% women in global external hiring, revising our
recruitment process, and providing training to recruiters and
managers on how to avoid bias. At the end of 2021, women
represented 25% of the external hires. Although we did not meet
our target, our actions increased the share of women hired in nearly
every quarter compared to the previous quarter.
■ Increasing our talent attraction activities to make Nokia’s brand
stand out for its diversity friendly policies.
■ Running programs in collaboration with UN Women, our customers
and internally to support women’s careers.
104
NOKIA IN 2021
NOKIA IN 2021
105
CREATINGTECHNOLOGYTHAT HELPS THEWORLD ACTTOGETHER Board review
Sustainability and corporate responsibility
continued
Employee demographics
The market for skilled employees in our
business is extremely competitive, and even
more so since the beginning of COVID-19.
Our workforce has fluctuated over recent
years as we have introduced changes in our
strategy to respond to our business targets
and our activities. These changes may in the
future cause disruption and fatigue among
employees, which, when coupled with our
employee demographics and a dependence
on key resources in some areas, make a
focus on skill refresh, wellbeing, inclusivity
and enabling personal and professional
growth imperative.
In 2021, the average number of employees
was 87 927 (92 039 in 2020 and 98 322 in
2019). The graph on the right shows the
average number of employees in 2021
by geographical location.
At the end of 2021, 27% of our leadership
team’s positions were held by women, while
the share of women in all leadership positions
across Nokia was 16%. In total, women
accounted for 22% of our workforce.
Average number of employees in 2021
by geographical location
1 North America
2 Finland
3 Other European countries
4 Greater China
5 Latin America
6 Middle East & Africa
7 Asia Pacific
8 India
11 013
6 301
31 395
12 244
3 210
3 244
4 585
15 935
1
2
3
8
7
6
5
87 927
4
27%
Share of women in 2021
38%
50%
40%
30%
20%
10%
0%
22%
16%
Nokia Board
of Directors
Group Leadership
Team
All leadership
positions
Total
workforce
Wellbeing
We act to equip employees to manage their
personal well-being, feel safe talking about
their mental health at work, and provide
access to the support they need, when they
need it most.
Even before the pandemic, we actively
supported wellbeing and work-life balance.
As the COVID-19 pandemic continued to pose
challenges for many people during 2021 we
reassessed our initiatives to ensure we are
doing all we can to help people cope with the
disruption, including:
■ A new mental health training series, with
regular trainings and resources covering a
broad range of wellbeing topics, including
emotional triggers and mindfulness,
preventing digital burn-out and building
resilient muscles, with around 10 000
engagements via the live and on-demand
sessions to date.
■ Our Personal Support Service continues
to support all our employees and their
families, in their native language.
The service provides confidential support
and guidance across a range of emotional,
practical, and work-life issues, as well
as mindfulness coaching to help with
managing stress, and coaching to help
navigate life transitions.
■ We granted all our employees an extra day
of paid annual leave as a ‘Recharge Day’ to
recognize their dedication and hard work,
offering a chance to switch off and reset.
■ Ergonomic guidance to help our employees
adjust their home working environments
to support muscular-skeletal wellbeing.
Health, safety and labor conditions
Our Code of Conduct is the basis for labor
conditions, enhanced by a full set of global
human resources policies and procedures
that enable fair employment. We adhere to
the International Labor Organization (ILO)
Declaration on Fundamental Principles and
Rights at Work and we meet, or where possible
exceed, the requirements of labor laws and
regulations wherever we have operations.
We work hard to ensure decent working
conditions and fair employment, taking
into account both international and local
laws and guidelines. Our health and safety
management system is the basis for our
overall program and an integral part of how we
manage health and safety. The management
system is certified with the internationally
recognized ISO 45001. The certification is
provided by a third party, Bureau Veritas,
and the share of our employees covered by
the certification at the end of 2021 was 84%.
We implement training, analysis, assessments
and consequence management to address
job-related health and safety risks. We run a
wide range of programs targeted at constantly
improving our health and safety performance,
while also encouraging employees and
contractors to report near misses and
dangerous incidents.
We see the highest risk exposure to health
and safety in the delivery of field work, which
is predominantly delivered by our contractors
through tasks such as working at height,
driving for work and electrical installation and
maintenance. Consequently, we have set
stringent key performance indicators related
to the supplier ability to deliver safely, which is
evaluated by our Health and Safety Maturity
Assessment process. By the end of 2021,
99% of suppliers delivering high-risk activity
had been assessed using our H&S Maturity
Assessment Process and 98% of the assessed
suppliers met H&S compliant supplier status.
We also carried out impact assessments on
100% of all high-risk projects. 98% of those
projects were found to meet our minimum
non-negotiable requirements.
Coaching and guidance play a key role in helping
to manage stress and work-life balance.
106
NOKIA IN 2021
NOKIA IN 2021
107
Board review
Sustainability and corporate responsibility
continued
Disclosure under the European
Union Taxonomy Regulation
As a company subject to the European Union
(EU) Taxonomy Regulation (2020/852),
including related implementing and delegated
acts and their annexes, we are mandated to
disclose the share of our net sales (turnover),
capital expenditure and operating expenditure
from/allocated to economic activities that are
eligible for or aligned with the EU taxonomy
for environmentally sustainable activities and
its technical screening criteria. The purpose
of the taxonomy is to help direct financing
to activities that contribute substantially
to following six environmental objectives:
1. Climate change mitigation;
2. Climate change adaptation;
3. Sustainable use and protection of water
and marine resources;
4. The transition to a circular economy;
5. Pollution prevention and control; and
6. Protection and restoration of biodiversity
and ecosystems.
Disclosure requirements for fiscal
year 2021
Reporting obligations are enforced gradually
in accordance with the timelines set out in the
Taxonomy Regulation. For the financial year
2021, we are required to report financial
indicators only for environmental objectives 1.
Climate change mitigation and 2 Climate
change adaptation. In the first reporting year
the requirements are also lighter in other
ways, meaning that companies shall report
the share of activities that are eligible for the
taxonomy instead of reporting the alignment
of the activities. ‘Eligible’, in this context,
refers to activities that are recognized by the
taxonomy but have not yet been evaluated
using the technical screening criteria, whereas
‘aligned’ refers to activities that are eligible
and pass the technical screening criteria.
Starting from fiscal year 2022, companies
are required to disclose the share of aligned
activities for environmental objectives 1
and 2. First reporting obligations related to
objectives 3–6 are expected to apply to either
fiscal year 2022 or 2023, depending on the
final timeline of related technical criteria and
delegated acts.
Nokia’s business activities and
the EU taxonomy
The EU taxonomy and its technical screening
criteria are dynamic, and further development
of the criteria takes place on the EU Platform
on Sustainable Finance. Certain economic
activities have been prioritized in the
development of the taxonomy, meaning that
not all economic activities have yet been
recognized in the taxonomy and its screening
criteria. The share of eligible activities is
expected to be higher for many companies
than the share of aligned activities, but in
general the rates of eligibility and alignment
are expected to remain low in the early
implementation phases of the regulation.
To determine our taxonomy-eligible activities,
we have established a cross-organizational
working group consisting of our business,
finance and sustainability experts and
conducted an analysis mapping our activities
to the taxonomy. From the activities included
in the Annex I and II of the Climate Delegated
Act, we identified the following activities as
potentially relevant for Nokia: activities 3.6.
8.1, 8.2 and 9.1 for environmental objective 1,
and activities 3.6, 8.1, 8.2 and 9.2 for
environmental objective 2. Our final
assessment, however, concluded that in 2021
we had taxonomy-eligible activities only in
category 8.2 Data-driven solutions for
Greenhouse gas (GHG) emissions reductions
(Objective 1: Climate change mitigation).
We have taken a very strict and conservative
interpretation regarding which activities can
qualify as eligible, meaning that for example
for activity 8.2 under Climate change
mitigation we only consider data-driven
solutions ‘predominantly’ designed for
GHG emission reductions.
We provide connectivity and digitalization
solutions which enable efficiencies and
sustainable transformation of other
industries, with an important role as an
enabler of decarbonization. Our products
have features that save energy, but those
features are usually designed and sold
as part of the overall product or solution and
are not ‘predominantly’ designed to reduce
emissions; therefore we have determined
that many of our products and solutions,
such as 5G, are not eligible for the taxonomy
in its current form, although we will continue
to assess this interpretation as more
taxonomy-related reporting guidance
becomes available and the reporting process
matures. We advocate that future work on the
taxonomy will recognize the positive impact
that connectivity, digitalization and 5G
technologies have on the six environmental
objectives of the taxonomy.
Our taxonomy-eligible net sales, capital expenditure and operating expenditure for 2021 are
shown in the table below.
Net sales(1)
Capital expenditure(2)
Operating expenditure
Proportion of taxonomy-eligible
economic activities (%)
<1%
<1%
<1%
Proportion of taxonomy non-eligible
economic activities (%)
>99%
>99%
>99%
(1) Net sales as presented in the consolidated income statement.
(2) Additions to intangible assets, property, plant and equipment, and right-of-use assets. Refer to Note 13. Intangible assets, Note 14.
Property, plant and equipment, and Note 15. Leases in the consolidated financial statements.
Accounting policy for the
taxonomy-related financial KPIs
Taxonomy-related reporting obligations
include a description of an ‘accounting policy’,
including calculation principles for the
numerator and the denominator. This section
explains how net sales (turnover), capital
expenditure and operating expenditure were
determined and allocated to the numerator;
and the basis on which the net sales, capital
expenditure and operating expenditure
were calculated.
Net sales
In assessing its taxonomy-eligible net sales
(turnover), Nokia includes in the numerator
the estimated aggregated amount of net
sales from products and services associated
with its taxonomy-eligible economic activities.
In case the amount of net sales from a
product or service is not separately tracked
in Nokia’s financial reporting systems, for
example when the product is part of a larger
solution sold to the customers, the amount
of net sales allocated to these products and
services is assessed using the best estimate
of their share of the total net sales of
the larger solution they are part of. The
denominator is the total net sales of the
Nokia Group as presented in the consolidated
income statement.
Capital expenditure
In assessing its taxonomy-eligible CapEx, Nokia
includes in the numerator capital expenditure
related to the assets associated with its
taxonomy-eligible economic activities. In 2021,
Nokia did not identify capital expenditure
related to CapEx plans aimed at expanding
taxonomy-aligned economic activities or
allowing taxonomy-eligible economic
activities to become taxonomy-aligned.
The denominator is the total amount of
additions to intangible assets, property,
plant and equipment, and right-of-use assets
during the financial year as presented in the
consolidated financial statements (total
additions are presented in Note 13. Intangible
assets, Note 14. Property, plant and
equipment, and Note 15. Leases). Additions
are considered before depreciation and
amortization for the relevant financial year.
Operating expenditure
In assessing its taxonomy-eligible OpEx,
Nokia includes in the numerator the
direct operating expenses related to the
products and services associated with its
taxonomy-eligible economic activities.
In 2021, Nokia did not identify operating
expenses related to CapEx plans aimed at
expanding taxonomy-aligned economic
activities or allowing taxonomy-eligible
economic activities to become
taxonomy-aligned. The denominator
as defined in the EU taxonomy consist of
direct costs that relate to research and
development, building renovation measures,
short-term leases, maintenance and repair,
and any other direct expenditures relating
to servicing of assets of property, plant
and equipment, excluding depreciation,
amortization and impairment costs.
108
NOKIA IN 2021
NOKIA IN 2021
109
Board review Shares and shareholders
Shares and
shareholders
Share details
Shares and share capital
Nokia has one class of shares. Each Nokia share entitles the holder to one vote at general meetings of Nokia.
As of 31 December 2021, the share capital of Nokia Corporation equaled EUR 245 896 461.96 and the total number of shares issued was
5 675 461 159. As of 31 December 2021, the total number of shares included 40 467 555 shares owned by Group companies representing
approximately 0.7% of the total number of shares and the total voting rights.
In 2021, under the authorization granted to the Board of Directors by the Annual General meeting, the Parent Company issued 21 575 000
new shares without consideration to itself to fulfill the company’s obligation under the Nokia Equity Programs.
In 2021, under the authorization granted to the Board of Directors by the Annual General meeting, the Parent Company issued 17 497 244
treasury shares to employees, including certain members of the Group Leadership Team, as settlement under Parent Company equity-based
incentive plans and the employee share purchase plan. The shares were issued without consideration and in accordance with the rules of the
plans.
Information on the authorizations held by the Board of Directors in 2021 to issue shares and special rights entitling to shares, to transfer shares
and repurchase own shares, as well as information on related party transactions, the shareholders, stock options, shareholders’ equity per
share, dividend yield, price per earnings ratio, share prices, market capitalization, share turnover and average number of shares is available in the
“Corporate governance—Compensation” section, and in Note 19, Equity, of the consolidated financial statements.
The Board of Directors held at 31 December 2021 a total of 1 116 075 shares and ADSs in Nokia, which represented approximately 0.02% of
our total shares and voting rights excluding shares held by Nokia Group. The CEO owned at 31 December 2021 a total of 1 232 333 shares.
There were no public takeover offers by third parties for Nokia’s shares or by Nokia for other companies’ shares during the 2020 and 2021
fiscal years.
Nokia does not have minimum or maximum share capital or a par value of a share.
As of 31 December
Share capital, EURm
Shares, (000s)
Shares held by the Group, (000s)
Number of shares excluding shares held by the Group, (000s)
Average number of shares excluding shares held by the Group
during the year
Basic, (000s)(1)
Diluted, (000s)(1)
Number of registered shareholders(2)
2021
246
5 675 461
40 468
5 634 993
2020
246
5 653 886
36 390
5 617 496
2019
246
5 640 536
34 955
5 605 581
2018
246
5 635 945
42 783
5 593 162
2017
246
5 839 404
259 887
5 579 517
5 630 025
5 684 235
233 844
5 612 418
5 612 418
246 886
5 599 912
5 626 375
248 526
5 588 020
5 588 020
243 409
5 651 814
5 651 814
247 717
(1) Used in calculation of earnings per share for profit or loss for the year attributable to equity holders of the parent.
(2) Each account operator is included in the figure as only one registered shareholder.
Key ratios
For the year ended 31 December, Continuing operations
Earnings per share, basic, EUR
Earnings per share, diluted, EUR
P/E ratio
Proposed dividend per share, EUR(1)(2)
Total dividends, EURm(1)(3)
Payout ratio(1)
Dividend yield %(1)
As of 31 December
Shareholders’ equity per share, EUR
Market capitalization, EURm
2021
0.29
0.29
19.22
0.08
456
0.28
1.44
2021
3.08
31 409
2020
(0.45)
(0.45)
neg.
0.00
–
–
–
2019
0.00
0.00
–
0.00
–
–
–
2018
(0.10)
(0.10)
neg.
0.20
560
neg.
3.98
2020
2.22
17 701
2019
2.73
18 476
2018
2.73
28 134
2017
(0.26)
(0.26)
neg.
0.19
1 063
neg.
4.88
2017
2.89
21 704
(1) The Board of Directors proposes to the Annual General Meeting to be authorized to decide in its discretion on the distribution of an aggregate maximum of EUR 0.08 per share as dividend and/or
equity repayment.
(2) In 2019, Nokia’s Annual General Meeting resolved to authorize the Board of Directors to resolve on the distribution of an aggregate maximum of EUR 0.20 per share as dividend for the financial year
2018 in four quarterly instalments. Finally, the Board of Directors resolved on the distribution of two quarterly instalments totaling EUR 0.10 per share.
(3) In 2021, total dividends are calculated based on the proposed Annual General Meeting authorization to the Board of maximum distribution of EUR 0.08 per share for the financial year 2021, and the
total number of shares on the date of issuing the financial statements for 2021. On the date of issuing the financial statements for 2021 the total number of Nokia shares is 5 696 261 159.
Comparative amounts represent the actual total distribution to equity holders of the parent for the year presented.
Share turnover
For the year ended 31 December
Number of shares traded during the year (000s)(1)
Average number of shares excluding shares held by the Group during
the year (000s)
Share turnover %
(1) Source: Nasdaq Helsinki, the NYSE composite tape and Euronext Paris.
2021
2019
16 560 334 13 903 762 11 003 630
2020
2018
8 960 687
2017
8 839 680
5 630 025
294
5 612 418
248
5 599 912
196
5 588 020
160
5 651 814
156
The principal trading markets for the shares are Nasdaq Helsinki and Euronext Paris, in the form of shares, and the NYSE, in the form of ADSs.
Share price development
Annual data
2021 Full year High/Low
2021 Full year Average (Volume-weighted)
Year-end value 31 December 2021
Year-end value 31 December 2020
Change from 31 December 2020 to
31 December 2021
Stock option exercises
Year(1)
2019
Stock option category
Nokia Stock Option Plan 2013 1Q
Nokia Stock Option Plan 2013 2Q
Nokia Stock Option Plan 2013 3Q
Nokia Stock Option Plan 2013 4Q
Total
Nasdaq Helsinki
New York Stock Exchange
Euronext Paris
High
5.71
Low
EUR
3.12
Value
High
9.79
Low
USD
3.75
Value
High
5.70
Low
EUR
3.12
4.22
5.57
3.15
76.8%
Subscription price
EUR
2.58
2.35
2.72
5.41
Number of new
shares 000s
0
23
0
0
23
5.06
6.22
3.91
59.1%
Date of
payment
2019
2019
2019
2019
Value
4.20
5.57
3.14
77.4%
Net proceeds
EURm
0.00
0.05
0.00
0.00
0.05
New share capital
EURm
–
–
–
–
(1) After 2019 the Group no longer administered any global stock option plan. Refer to Note 24, Share-based payment.
110
NOKIA IN 2021
NOKIA IN 2021
111
Board review
Shares and shareholders
continued
Dividend and share buy-backs
The dividend to shareholders is Nokia’s principal method of distributing earnings to shareholders. Beginning with the distribution for the
financial year 2018, Nokia started paying dividends in quarterly instalments. On 24 October 2019, the Board resolved to pause dividend
distributions, in order to: a) guarantee Nokia’s ability to increase 5G investments, b) continue investing in growth in strategic focus areas of
enterprise and software and c) strengthen Nokia’s cash position.
The dividend policy was updated at the Capital Markets Day in March 2021 to be “We target recurring, stable and over time growing ordinary
dividend payments, taking into account the previous year’s earnings as well as the company’s financial position and business outlook”.
The Board proposes to the Annual General Meeting 2022 to be authorized to decide in its discretion on the distribution of an aggregate
maximum of EUR 0.08 per share as dividend and/or as assets from the invested unrestricted equity fund. The authorization will be used to
distribute dividend and/or equity repayment in four instalments during the period of validity of the authorization unless the Board of Directors
decides otherwise for a justified reason. The proposed total authorization for dividend and/or equity repayment is in line with the Company’s
dividend policy. The authorization would be valid until the opening of the next Annual General Meeting. The Board would make separate
resolutions on the amount and timing of each distribution of the dividend and/or equity repayment.
In 2020 and 2021, Nokia generated strong cash flow which has significantly improved the cash position of the company. To manage the
company’s capital structure, Nokia’s Board of Directors initiated a share buyback program under the current authorization from the Annual
General Meeting to repurchase shares, with purchases beginning in the first quarter of 2022. The program targets to return up to EUR 600 million
of cash to shareholders in tranches over a period of two years, subject to continued authorization from the Annual General Meeting.
We distribute distributable funds, if any, within the limits set by the Finnish Companies Act as defined below. We make and calculate the
distribution, if any, in the form of cash dividends, assets from the reserve for invested unrestricted equity, share buybacks, or in some other
form, or a combination of these. There is no specific formula by which the amount of a distribution is determined, although some limits set
by law are discussed below. The timing and amount of future distributions of retained earnings and/or assets from the reserve for invested
unrestricted equity, if any, will depend on our future results and financial conditions.
Under the Finnish Companies Act, we may distribute retained earnings and/or assets from the reserve for invested unrestricted equity on
our shares only upon a shareholders’ resolution and subject to limited exceptions in the amount proposed by the Board. The amount of any
distribution is limited to the amount of distributable earnings of the Parent Company pursuant to the last audited financial statements
approved by our shareholders, taking into account the material changes in the financial situation of the Parent Company after the end of the
last financial period and a statutory requirement that the distribution of earnings must not result in insolvency of the Parent Company. Subject
to exceptions relating to the right of minority shareholders to request a certain minimum distribution, the distribution may not exceed the
amount proposed by the Board of Directors.
Shareholders
As of 31 December 2021, shareholders registered in Finland represented approximately 22% and shareholders registered in the name of a
nominee represented approximately 78% of the total number of shares of Nokia Corporation. The number of directly registered shareholders
was 233 844 as of 31 December 2021. Each account operator (12) is included in this figure as only one registered shareholder.
Largest shareholders registered in Finland as of 31 December 2021(1)
Shareholder
Solidium Oy
Keskinäinen Työeläkevakuutusyhtiö Varma
Keskinäinen Eläkevakuutusyhtiö Ilmarinen
Keskinäinen Työeläkevakuutusyhtiö Elo
Valtion Eläkerahasto
OP-Suomi -Sijoitusrahasto
Oy Lival Ab
Svenska Litteratursällskapet i Finland r.f.
Nordea Pro Finland Fund
Sijoitusrahasto Seligson & Co
Total number
of shares 000s
301 000
97 952
69 695
30 520
25 000
17 681
16 697
15 678
10 838
9 513
% of all shares
5.30
1.73
1.23
0.54
0.44
0.31
0.29
0.28
0.19
0.17
% of all voting rights
5.30
1.73
1.23
0.54
0.44
0.31
0.29
0.28
0.19
0.17
(1) Excluding nominee registered shares and shares owned by Nokia Corporation. Nokia Corporation owned 29 008 894 shares as of 31 December 2021.
Breakdown of share ownership as of 31 December 2021(1)
By number of shares owned
1–100
101–1 000
1 001–10 000
10 001–100 000
100 001–500 000
500 001–1 000 000
1 000 001–5 000 000
Over 5 000 000
Total
Number of
shareholders
60 856
107 439
57 708
7 371
365
33
50
22
233 844
% of
shareholders
26.02
45.95
24.68
3.15
0.16
0.01
0.02
0.01
100.00
Total number
of shares
3 037 099
47 832 871
179 903 497
180 346 263
70 594 230
22 961 237
124 312 091
5 046 473 871
5 675 461 159
% of
all shares
0.05
0.84
3.17
3.18
1.24
0.41
2.19
88.92
100.00
(1) The breakdown covers only shareholders registered in Finland, and each account operator (12) is included in the number of shareholders as only one registered shareholder. As a result, the breakdown
is not illustrative of the entire shareholder base of Nokia.
By nationality
Non-Finnish shareholders
Finnish shareholders
Total
By shareholder category (Finnish shareholders)
Corporations
Households
Financial and insurance institutions
Non-profit organizations
Governmental bodies (incl. pension insurance companies)
Total
% of shares
77.80
22.20
100.00
% of shares
2.05
7.15
2.27
1.25
9.48
22.20
As of 31 December 2021, a total of 1 112 307 568 ADSs (equivalent to the same number of shares or approximately 19.6% of the total shares)
were outstanding and held of record by 110 198 registered holders in the United States. We are aware that many ADSs are held of record by
brokers and other nominees, and accordingly the above number of holders is not necessarily representative of the actual number of persons
who are beneficial holders of ADSs or the number of ADSs beneficially held by such persons. Based on information available from Broadridge
Financial Solutions, Inc., the number of beneficial owners of ADSs as of 31 December 2021 was 1 386 233.
Based on information known to us as of 2 February 2022, as of 31 December 2021, Blackrock, Inc. beneficially owned 367 636 592 Nokia
shares, which at that time corresponded to approximately 6.5% of the total number of shares and voting rights of Nokia.
To the best of our knowledge, Nokia is not directly or indirectly owned or controlled by any other corporation or any government, and there are
no arrangements that may result in a change of control of Nokia.
Shares and stock options owned by the members of the Board and the Nokia Group Leadership Team
As of 31 December 2021, the members of our Board and the Group Leadership Team held a total of 3 840 280 shares and ADSs in Nokia,
which represented approximately 0.07% of our shares and total voting rights excluding shares held by the Nokia Group.
Offer and listing details
Our capital consists of shares traded on Nasdaq Helsinki under the symbol “NOKIA” and Euronext Paris under the symbol “NOKIA”. Our ADSs,
each representing one of our shares, are traded on the NYSE under the symbol “NOK”. The ADSs are evidenced by American Depositary Receipts
(ADRs) issued by Citibank, N.A.
112
NOKIA IN 2021
NOKIA IN 2021
113
Board review
Articles of Association
Articles of
Association
Articles of Association
Amendment of our Articles of Association
requires a resolution of the general meeting
of shareholders, supported by two-thirds of
the votes cast and two-thirds of the shares
represented at the meeting.
Registration
Nokia is organized under the laws of the
Republic of Finland and registered in the
Finnish Trade Register under the business
identity code 0112038-9. Under its current
Articles of Association, Nokia’s corporate
purpose is to research, develop, manufacture,
market, sell and deliver products, software
and services in a wide range of consumer
and business-to-business markets. These
products, software and services relate to,
among others, network infrastructure for
telecommunication operators and other
enterprises, the IoT, human health and
well-being, multimedia, big data and analytics,
mobile devices and consumer wearables and
other electronics. The company may also
create, acquire and license intellectual
property and software as well as engage in
other industrial and commercial operations,
including securities trading and other
investment activities. The company may
carry on its business operations directly,
through subsidiary companies, affiliate
companies and joint ventures.
Directors’ voting powers
Under Finnish law, resolutions of the Board
shall be made by a majority vote. A director
shall refrain from taking any part in the
consideration of an agreement between
the director and the company or third party,
or any other issue that may provide any
material benefit to him or her, which may be
contradictory to the interests of the company.
Under Finnish law, there is no age limit
requirement for directors, and there are no
requirements under Finnish law that a director
must own a minimum number of shares in
order to qualify to act as a director. However,
in accordance with the current company
policy, approximately 40% of the annual
fee payable to the Board members is paid
in Nokia shares purchased from the market
or alternatively by using treasury shares held
by Nokia, and the directors shall retain until
the end of their directorship such number
of shares that corresponds to the number
of shares they have received as Board
remuneration during their first three years
of service (the net amount received after
deducting those shares used for offsetting
any costs relating to the acquisition of the
shares, including taxes).
Share rights, preferences and
restrictions
Each share confers the right to one vote at
general meetings. According to Finnish law,
a company generally must hold an Annual
General Meeting called by the Board within
six months from the end of the financial year.
Additionally, the Board is obliged to call an
Extraordinary General Meeting, whenever
such meeting is deemed necessary, or at
the request of the auditor or shareholders
representing a minimum of one-tenth of all
outstanding shares. Under our Articles of
Association, the Board is elected at least
annually at the Annual General Meeting of
the shareholders for a term ending at the
end of the next Annual General Meeting.
Under Finnish law, shareholders may attend
and vote at general meetings in person or
by proxy. It is not customary in Finland for
a company to issue forms of proxy to its
shareholders. Accordingly, Nokia does not do
so. However, registered holders and beneficial
owners of ADSs are issued forms of proxy by
the Depositary.
To attend and vote at a general meeting, a
shareholder must be registered in the register
of shareholders in the Finnish book-entry
system on or prior to the record date set
forth in the notice of the general meeting.
A registered holder or a beneficial owner
of the ADSs, like other beneficial owners
whose shares are registered in the company’s
register of shareholders in the name of a
nominee, may vote with their shares provided
that they arrange to have their name entered
in the temporary register of shareholders for
the general meeting.
The record date is the eighth business day
preceding the meeting. To be entered in the
temporary register of shareholders for the
general meeting, a holder of ADSs must
provide the Depositary, or have his broker
or other custodian provide the Depositary,
on or before the voting deadline, as defined
in the proxy material issued by the Depositary,
a proxy with the following information: the
name, address, and social security number or
another corresponding personal identification
number of the holder of the ADSs, the
number of shares to be voted by the holder
of the ADSs and the voting instructions.
The register of shareholders as of the record
date of each general meeting is public until
the end of the respective meeting. Other
nominee registered shareholders can
attend and vote at the general meetings by
instructing their broker or other custodian to
register the shareholder in Nokia’s temporary
register of shareholders and give the voting
instructions in accordance with the broker’s
or custodian’s instructions.
Pre-emptive rights
In connection with any offering of shares,
the existing shareholders have a pre-emptive
right to subscribe for shares offered in
proportion to the amount of shares in their
possession. However, a general meeting of
shareholders may vote, by a majority of
two-thirds of the votes cast and two-thirds
of the shares represented at the meeting,
to waive this pre-emptive right provided that,
from the company’s perspective, weighty
financial grounds exist.
Monitoring of Foreign Corporate
Acquisitions
Under the Finnish Act on the Monitoring of
Foreign Corporate Acquisitions (2012/172
as amended), a notification to the Ministry
of Economic Affairs and Employment is
required for a non-resident of Finland, directly
or indirectly, when acquiring one-tenth or
more of the voting power or corresponding
factual influence in a company. The Ministry
of Economic Affairs and Employment has to
confirm the acquisition unless the acquisition
would jeopardize important national interests,
in which case the matter is referred to the
Council of State. If the company in question
is operating in the defense sector, an approval
by the Ministry of Economic Affairs and
Employment is required before the acquisition
is made. These requirements are not
applicable if, for instance, the voting power is
acquired in a share issue that is proportional
to the holder’s ownership of the shares.
Moreover, the requirements do not apply
to residents of countries in the European
Economic Area or EFTA countries, except
where at least one tenth of shares or other
controlling right in such resident are held by
a party not resident in the European Economic
Area or EFTA.
By completing and returning the form of proxy
provided by the Depositary, a holder of ADSs
also authorizes the Depositary to give notice
to us, required by our Articles of Association,
of the holder’s intention to attend the
general meeting.
The rights of shareholders are related to the
shares as set forth in the Finnish Companies
Act and our Articles of Association. Neither
Finnish law nor our Articles of Association
sets limitations on the rights to own Nokia
securities, including the rights of foreign
shareholders to hold or exercise voting rights
in the said securities. Amendment of the
Articles of Association requires a decision of
the general meeting, supported by two-thirds
of the votes cast and two-thirds of the shares
represented at the meeting.
Each of our shares confers equal rights to
share in the distribution of the company’s
funds. Under Finnish law, dividend entitlement
lapses after three years if a dividend remains
unclaimed for that period, in which case the
unclaimed dividend will be recognized as
income by Nokia.
Disclosure of shareholder
ownership or voting power
According to the Finnish Securities Market
Act, a shareholder shall disclose his or her
ownership or voting power to the company
and the Finnish Financial Supervisory
Authority when the ownership or voting power
reaches, exceeds or falls below 5, 10, 15, 20,
25, 30, 50 or 90% of all the shares or
the voting rights outstanding. The term
“ownership” includes ownership by the
shareholder, as well as selected related
parties, and calculating the ownership or
voting power covers agreements or other
arrangements, which when concluded would
cause the proportion of voting rights or
number of shares to reach, exceed or fall
below the aforementioned limits. Upon
receiving such notice, the company shall
disclose it by a stock exchange release
without undue delay.
Purchase obligation
Our Articles of Association require a
shareholder that holds one-third or one-half
of all of our shares to purchase the shares
of all other shareholders that so request.
A shareholder who becomes subject to the
purchase obligation is also obligated to
purchase any subscription rights, stock
options or convertible bonds issued by
the company if so requested by the holder.
The purchase price of the shares under our
Articles of Association is the higher of: (a) the
weighted average trading price of the shares
on Nasdaq Helsinki during the ten business
days prior to the day on which we have been
notified by the purchaser that its holding
has reached or exceeded the threshold
referred to above or, in the absence of such
notification or its failure to arrive within the
specified period, the day on which our Board
otherwise becomes aware of this; or (b) the
average price, weighted by the number of
shares, which the purchaser has paid for
the shares it has acquired during the last
12 months preceding the date referred
to in (a).
Under the Finnish Securities Market Act, a
shareholder whose voting power exceeds
30% or 50% of the total voting rights in a
company shall, within one month, offer
to purchase the remaining shares of the
company, as well as any other rights entitling
to the shares issued by the company, such
as subscription rights, convertible bonds or
stock options issued by the company. The
purchase price shall be the market price of
the securities in question. Subject to certain
exceptions, the market price is determined
on the basis of the highest price paid for
the security during the preceding six months
by the shareholder or any party in close
connection to the shareholder. Subject to
certain exceptions, if the shareholder or any
related party has not during the six months
preceding the offer acquired any securities
that are the target for the offer, the market
price is determined based on the average
of the prices paid for the security in public
trading during the preceding three months
weighted by the volume of trade.
Under the Finnish Companies Act, a
shareholder whose holding exceeds
nine-tenths of the total number of shares
or voting rights in Nokia has both the right
and, upon a request from the minority
shareholders, the obligation to purchase all
the shares of the minority shareholders for
the then current market price. The market
price is determined, among other things,
on the basis of the recent market price of
the shares. The purchase procedure under
the Finnish Companies Act differs, and the
purchase price may differ, from the purchase
procedure and price under the Finnish
Securities Market Act, as discussed above.
However, if the threshold of nine-tenths has
been exceeded through either a mandatory
or a voluntary public offer pursuant to the
Finnish Securities Market Act, the market price
under the Finnish Companies Act is deemed
to be the price offered in the public offer,
unless there are specific reasons to deviate
from it.
114
NOKIA IN 2021
NOKIA IN 2021
115
Board review Risk factors
Risk factors
Our competitiveness
■ Our ability to adapt to changing business
models, technological changes and to meet
new competition;
■ Investing in new competitive high-quality
products, services, upgrades and
technologies that achieve or retain
a broad market acceptance;
■ Our success in the development of
new technologies, their rollout and
commercialization and bringing them
to market in a timely manner;
Geopolitical, legal, regulatory and
compliance environment
■ Direct and indirect regulation and political
developments regulating trade, taxes,
national security, competition law, export
controls and sanctions, cyber security,
sustainability reporting and anti-corruption;
■ The degree of control and level of influence
in the joint ventures where Nokia is the
minority partner and other affiliated
companies where Nokia does not have
direct management control or which are
not fully integrated into its operational
infrastructure; and
■ Changes in regulations or in their
application applicable to current or new
technologies or products;
■ Emerging new regulation applicable to
current or new technologies or products;
Risks related to our strategy and its
execution
■ Our ability to become and remain as a
Surrounding economic, financial and
competitive environment
■ General economic and financial market
leading provider of technology, software
and services in the industries and markets
in which we operate;
conditions and other developments in the
economies and industries where we, our
customers and partners/suppliers operate;
■ Trends, such as cloudification, open RAN/
■ Duration of the COVID-19 outbreak,
openness, virtualization and disaggregation
with potential impact on our portfolio
of products and services, competitive
landscape, business models and our
margin profile;
■ The degree our investments, including
venture funds, result in technologies,
products or services that achieve or retain
broad or timely market acceptance, answer
to the expanding needs or preferences
of our customers or consumers, or in break-
through innovations, research assets,
digitalization and intellectual property that
we could otherwise utilize for value creation;
disruptiveness of the related measures
to contain the virus and other prolonged
impacts of the pandemic;
■ The cyclical nature of the markets in which
we operate, competitor behavior, customer
consolidation, customer purchase and
spending behavior, deployments and
rollout timing;
■ Accelerating inflation and our ability to pass
increased costs to our customers;
■ Price erosion largely driven by competition
challenging the connectivity business
models of our customers;
■ Our success in continuing to improve our
operations and efficiencies through the
new operating model;
■ Our dependency on a limited number
of customers and large multi-year
agreements;
■ Our ability and success in acquiring or
divesting businesses and technologies,
in integrating acquisitions, entering into
licensing arrangements, and in forming
and managing joint ventures or
partnerships; and
■ Our ability to meet our sustainability
targets, including with respect to our
greenhouse gas emission commitments,
and to comply with stakeholder
expectations regarding sustainability
activities and disclosures.
■ Competitiveness of or developments
regarding pricing and agreement terms we
offer, including developments with respect
to customer financing or extended
payment terms or credit lines that we
provide our customers; and
■ Willingness of banks or other institutions
to purchase our receivables.
Set forth below is a description
of risk factors that could affect
our business. Shareholders
and potential investors should
carefully review the following
risk factors, in addition to other
information contained in this
report. The risk factors described
below should not be construed
as exhaustive. There may be
additional risks that are unknown
to us and other risks currently
believed to be immaterial that
could turn out to be material.
These risks, either individually or collectively,
could adversely affect our business,
competitiveness, market share, sales, costs,
expenses, results of operations, profitability,
financial condition, liquidity, reputation, brand
and share price. Unless otherwise indicated or
the context otherwise requires, references in
these risk factors to “Nokia”, the “Nokia
Group”, “Group”, “we”, “us” and “our” mean
Nokia’s consolidated operating segments.
Certain risks or events may be more prevalent
with respect to the Group or a certain
business group, business or part of the Group.
In evaluating the risks, one should not rely
exclusively on the bullets in the below
summary but read the full risk factor
discussion. This report also contains
forward-looking statements that involve
risks and uncertainties presented in
“Forward-looking statements” above.
Cost and performance remain the top
priorities for our customers. Our capability
to compete in the top-two-vendors field,
as a trusted partner for critical networks, is
dependent on multiple external and internal
factors, partially outside our control, including
such as:
■ Our ability to retain, develop, reskill and
■ Our products, services and operations
meeting all relevant quality, health, safety
or security standards and other
recommendations and regulatory
requirements globally;
■ Compliance with laws and regulations
relating to privacy, data protection, and the
protection or transfer of personal data; and
■ Our ability to maintain an effective system
of governance and compliance processes,
disclosure controls and internal control
over financial reporting.
Business operations
■ Our manufacturing, service creation,
delivery, logistics or supply chain to
operate without significant interruptions or
shortages, including the impacts of current
global semiconductor components
shortage constraint on our deliveries and
the overall disruptance and continuing
uncertainty in the global supply chain;
■ Performance capabilities of our partners
and suppliers and their high standards to
meet product quality, health, safety or
security requirements or comply with
other regulations or local laws, such as
environmental or labor laws;
■ Inefficiencies, breaches, malfunctions or
disruptions of our information technology
systems and processes or disruptions of
services relying on our or third-party IT;
■ Actual or perceived security or privacy
breaches, as well as defects, errors or
vulnerabilities in our technology and
that of third-party providers;
■ Damage caused to existing undersea
infrastructure during installation
or maintenance of undersea
telecommunications cable networks;
recruit appropriately skilled employees in
the right activities and locations;
■ Our capabilities to manage end-to-end
costs related to our portfolio of products
and services;
■ Adjusting our cost base by achieving
savings to offset increased investments in
R&D and future capabilities, including 5G,
cloud and digitalization, including ability
to manage the inflationary pressures
regarding salary and other costs; and
■ Identifying and implementing the
appropriate measures to improve
cost-efficiency or to maintain achieved
efficiency levels.
Intellectual property rights,
technology and brand licensing
■ Our ability to create new relevant
technologies, products and services
through our R&D, as well as our ability to
protect our innovations and to maintain
the relative strength of our intellectual
property portfolio;
■ Our ability to protect and monetize our
intellectual property e.g. due to market,
regulatory and other developments, or
court rulings in intellectual property-related
litigation and other disputes;
■ Uncertainty relating to the evolving global
regulatory and standardization landscape
relating to intellectual property;
■ Developments in the concentrated
smartphone market, the source of
a significant portion of our patent
licensing income;
■ Success and profitability of technology
licensing, brand licensing and other
business ventures, including venture fund
investments where the valuation and
proceeds of our venture fund investments
may fluctuate;
■ Claims that we have allegedly infringed
third parties’ IPR; and
■ Our ability to renew or finalize licenses
regarding technologies that are licensed
to us on acceptable commercial terms.
■ Natural or man-made disasters, military
actions, wars, labor unrest, civil unrest or
health crises impacting our service delivery
or production sites or the production sites
of our suppliers, which are geographically
concentrated.
Financial and taxes related uncertainties
■ Complex tax laws and rules, including any
changes in the aforesaid, as well as diverse
tax authority practices and interpretations;
■ Our ability to utilize our tax attributes and
deferred tax assets;
■ Access to sources of funding on favorable
terms or at all;
■ Our ability to re-establish investment grade
rating or maintain our credit ratings;
■ Exchange rate fluctuations impacting our
net sales, costs and results of operations,
as well as the US dollar value of our
dividends and market price of our ADSs;
■ Pension and post-employment cost-related
risks and our ability to avoid or control costs
resulting from a need for increased funding;
and
■ Recoverability of the carrying amount of our
goodwill, which could result in significant
impairment charges.
Ownership of our shares
■ The amount of dividend and/or repayment
of capital and other profit distributions
such as share buybacks to shareholders
for each financial period is uncertain;
■ Volatility of the trading price of our shares
and ADSs, including as a result of factors
outside our control; and
■ Non-Finnish shareholders are likely required
to provide detailed information to obtain
advantageous withholding tax treatment
for dividends.
116
NOKIA IN 2021
NOKIA IN 2021
117
Board review Significant subsequent events
Key ratios
Significant
subsequent events
Capital commitment
In January 2022, we agreed on capital commitment of
USD 400 million to NGP Capital’s Fund V. The fund’s
emphasis on companies developing emerging 5G use
cases for industrial and business transformation aligns
closely with Nokia’s technology leadership vision and
its efforts to maximize the value shift towards cloud.
Per industry standard practice, the capital will be called
throughout the 10 year lifecycle of the fund.
Share buyback program
On 3 February 2022, we announced that its Board of
Directors is initiating a share buyback program under
the current authorization from the AGM to repurchase
shares. The program targets to return up to
EUR 600 million of cash to shareholders in tranches
over a period of two years, subject to continued
authorization from the Annual General Meeting. Nokia
launched the first phase of the program on 11 February
2022 with repurchases starting on 14 February 2022.
For more details about the share buyback program and
how Nokia plans to distribute funds to its shareholders,
refer to Note 19, Equity.
Key ratios
Key ratios
Earnings per share (basic)
Profit/(loss) attributable to equity holders of the parent
Weighted average number of shares outstanding
Earnings per share (diluted)
Profit/(loss) attributable to equity holders of the parent adjusted for the effect of dilution
Adjusted weighted average number of shares
P/E ratio
Closing share price as of 31 December
Earnings per share (basic) for continuing operations
Payout ratio
Proposed dividend per share
Earnings per share (basic) for continuing operations
Dividend yield %
Proposed dividend per share
Closing share price as of 31 December
Shareholders’ equity per share
Capital and reserves attributable to equity holders of the parent
Number of shares as of 31 December – number of treasury shares as of 31 December
Market capitalization
(Number of shares as of 31 December – number of treasury shares as of 31 December) x closing share price as of 31 December
Share turnover %
Number of shares traded during the year
Average number of shares during the year
118
NOKIA IN 2021
NOKIA IN 2021
119
Board review Alternative performance measures
Alternative
performance
measures
Certain financial measures presented in this report are not measures of financial performance, financial position or cash flows defined in IFRS.
As these measures are not defined in IFRS, they may not be directly comparable with financial measures used by other companies, including
those in the same industry. The primary rationale for presenting these measures is that the management uses these measures in assessing
the financial performance of Nokia and believes that these measures provide meaningful supplemental information on the underlying business
performance of the Nokia. These financial measures should not be considered in isolation from, or as a substitute for, financial information
presented in compliance with IFRS.
Return on capital employed %
Definition
Return on capital employed is defined as Profit before tax + Interest expense on interest-bearing liabilities / Average capital and reserves
attributable to equity holders of the parent + average non-controlling interests + average interest-bearing liabilities.
Purpose
Return on capital employed indicates how efficiently Nokia uses its capital to generate profits.
Composition of return on capital employed %:
EURm
Profit before tax
Interest expense on interest-bearing liabilities
Total
Average capital and reserves attributable to equity holders of the parent(1)
Average non-controlling interests(1)
Average interest-bearing liabilities(1)
Total capital employed
Return on capital employed %
2021
1 926
113
2 039
14 913
91
5 115
20 119
10.13%
2020
743
127
870
13 895
78
4 927
18 900
4.60%
2019
156
99
255
15 307
79
4 049
19 435
1.31%
(1) Calculated as the average of opening and closing balance for the year as presented in the consolidated statement of financial position.
Return on shareholders’ equity %
Definition
Return on shareholders’ equity is defined as Profit/(loss) for the year attributable to equity holders of the parent / Average capital and reserves
attributable to equity holders of the parent.
Purpose
Return on shareholders’ equity indicates how efficiently Nokia uses the capital invested by its shareholders to generate profits
Composition of return on shareholders’ equity %:
EURm
Profit/(loss) for the year attributable to equity holders of the parent
Average capital and reserves attributable to equity holders of the parent(1)
Return on shareholders’ equity %
(1) Calculated as the average of opening and closing balance for the year as presented in the consolidated statement of financial position.
2021
1 623
14 913
10.88%
2020
(2 523)
13 895
(18.16)%
2019
7
15 307
0.05%
Equity ratio %
Definition
Equity ratio % is defined as Total capital and reserves attributable to equity holders of the parent + non-controlling interests / Total assets.
Purpose
Equity ratio indicates the proportion of assets financed by the capital provided by the equity holders of the parent to total assets of Nokia.
Composition of equity ratio %:
EURm
Total capital and reserves attributable to the equity holders of the parent
Non-controlling interests
Shareholders’ equity
Total assets
Equity ratio %
2021
17 360
102
17 462
40 049
43.60%
2020
12 465
80
12 545
36 191
34.66%
2019
15 325
76
15 401
39 128
39.36%
Total cash and current financial investments
Definition
Total cash and current financial investments consist of cash and cash equivalents and current financial investments.
Purpose
Total cash and current financial investments is used to indicate funds available to Nokia to run its current and invest in future business activities
as well as provide return for security holders.
Composition of total cash and current financial investments:
EURm
Cash and cash equivalents
Current financial investments
Total cash and current financial investments
2021
6 691
2 577
9 268
2020
6 940
1 121
8 061
2019
5 910
97
6 007
Net cash and current financial investments
Definition
Net cash and current financial investments equals total cash and current financial investments less long-term and short-term interest-bearing
liabilities.
Purpose
Net cash and current financial investments is used to indicate Nokia’s liquidity position after cash required to settle the interest-bearing liabilities.
Composition of net cash and current financial investments:
EURm
Total cash and current financial investments
Cash and cash equivalents
Current financial investments
Interest-bearing liabilities
Long-term interest-bearing liabilities
Short-term interest-bearing liabilities
Net cash and current financial investments
2021
2020
2019
6 691
2 577
(4 537)
(116)
4 615
6 940
1 121
(5 015)
(561)
2 485
5 910
97
(3 985)
(292)
1 730
120
NOKIA IN 2021
NOKIA IN 2021
121
Board review Comparable operating profit
Definition
Comparable operating profit excludes intangible asset amortization and other purchase price fair value adjustments, goodwill impairments,
restructuring related charges and certain other items affecting comparability.
Purpose
We believe that our comparable operating profit provides meaningful supplemental information to both management and investors regarding
Nokia’s underlying business performance by excluding certain items of income and expenses that may not be indicative of Nokia’s business
operating results. Comparable operating profit is used also in determining management remuneration.
Composition of comparable operating profit:
EURm
Operating profit
Amortization of acquired intangible assets
Restructuring and associated charges
Settlement of legal disputes
Gain on sale of fixed assets
Impairment and write-off of assets, net of reversals
Change in provisions related to past acquisitions
Fair value changes of legacy IPR fund
Gain on defined benefit plan amendment
Transaction and related costs, including integration costs
Product portfolio strategy costs
Operating model integration
Other
Comparable operating profit
2021
2 158
391
263
(80)
(53)
45
26
23
–
–
–
–
2
2 775
2020
885
407
651
–
–
241
–
–
(90)
(11)
–
–
(2)
2 081
2019
485
924
502
–
–
29
–
–
(168)
48
163
12
8
2 003
Alternative performance measures
continued
Net debt to equity (gearing) %
Definition
Net debt to equity (gearing) % is defined as Long-term and short-term interest-bearing liabilities less total cash and current financial
investments / (Total capital and reserves attributable to the equity holders of the parent + Non-controlling interests).
Purpose
Net debt to equity ratio presents the relative proportion of shareholders’ equity and interest-bearing liabilities used to finance Nokia’s assets
and indicates the leverage of Nokia’s business.
Composition of net debt to equity (gearing) %:
EURm
Interest-bearing liabilities
Long-term interest-bearing liabilities
Short-term interest-bearing liabilities
Total cash and current financial investments
Cash and cash equivalents
Current financial investments
Net debt
Total capital and reserves attributable to the equity holders of the parent
Non-controlling interests
Shareholders’ equity
Net debt to equity (gearing) %
2021
2020
2019
4 537
116
5 015
561
3 985
292
(6 691)
(2 577)
(4 615)
17 360
102
17 462
(26.43)%
(6 940)
(1 121)
(2 485)
12 465
80
12 545
(19.81)%
(5 910)
(97)
(1 730)
15 325
76
15 401
(11.23)%
Free cash flow
Definition
Free cash flow is defined as Net cash from operating activities – purchases of property, plant and equipment and intangible assets (capital
expenditures) + proceeds from sale of property, plant and equipment and intangible assets – purchase of non-current financial investments
+ proceeds from sale of non-current financial investments.
Purpose
Free cash flow is the cash that Nokia generates after net investments to tangible, intangible and non-current financial investments and it
represents the cash available for distribution among its security holders. It is a measure of cash generation, working capital efficiency and capital
discipline of the business.
Composition of free cash flow:
EURm
Net cash from operating activities
Net capital expenditures
Purchases of property, plant and equipment and intangible assets (capital expenditures)
Proceeds from sale of property, plant and equipment and intangible assets
Purchase of non-current financial investments
Proceeds from sale of non-current financial investments
Free cash flow
2021
2 625
(560)
103
(77)
277
2 368
2020
1 759
(479)
13
(59)
122
1 356
2019
390
(690)
39
(180)
144
(297)
Capital expenditure
Definition
Purchases of property, plant and equipment and intangible assets (excluding assets acquired under business combinations).
Purpose
Capital expenditure is used to describe investments in profit-generating activities in the future.
Composition of capital expenditure:
EURm
Purchases of property, plant and equipment and intangible assets
Capital expenditure
2021
(560)
(560)
2020
(479)
(479)
2019
(690)
(690)
122
NOKIA IN 2021
NOKIA IN 2021
123
Board review Financial
statements
124
NOKIA IN 2021
NOKIA IN 2021
Financial statements
Consolidated financial statements
Consolidated income statement
Consolidated statement of comprehensive income
Consolidated statement of financial position
Consolidated statement of cash flows
Consolidated statement of changes in shareholders’ equity
126
126
127
128
129
130
131
Notes to consolidated financial statements
131
1. Corporate information
131
2. Significant accounting policies
143
3. New and amended standards and interpretations
143
4. Use of estimates and critical accounting judgments
144
5. Segment information
148
6. Revenue recognition
149
7. Expenses by nature
149
8. Personnel expenses
150
9. Other operating income and expenses
150
10. Financial income and expenses
151
11. Income taxes
153
12. Earnings per share
154
13. Goodwill and intangible assets
155
14. Property, plant and equipment
156
15. Leases
157
16. Impairment
158
17. Inventories
158
18. Other receivables
159
19. Equity
162
20. Other comprehensive income
162
21. Interest-bearing liabilities
164
22. Fair value of financial instruments
166
23. Derivative financial instruments
167
24. Share-based payments
169
25. Pensions and other post-employment benefits
175
26. Deferred revenue and other liabilities
176
27. Provisions
177
28. Commitments, contingencies and legal proceedings
178
29. Notes to the consolidated statement of cash flows
179
30. Group companies
31. Significant partly-owned subsidiaries
184
32. Investments in associated companies and joint ventures 184
185
33. Related party transactions
186
34. Financial risk management
193
35. Subsequent events
Parent Company financial statements
Parent Company income statement
Parent Company statement of financial position
Parent Company statement of cash flows
Income taxes
Notes to the Parent Company financial statements
1. Accounting principles
2. Personnel expenses
3. Auditor’s fees
4. Other operating income and expenses
5. Financial income and expenses
6. Group contributions
7.
8. Tangible assets
Investments
9.
10. Prepaid expenses and accrued income
11. Shareholders’ equity
12. Distributable earnings
13. Fair value and other reserves
14. Fair value of financial instruments
15. Derivative financial instruments
16. Provisions
17. Interest-bearing liabilities
18. Accrued expenses and other liabilities
19. Commitments and contingencies
20. Loans granted to the management of the company
21. Notes to the statement of cash flows
22. Nokia companies
23. The shares of the Parent Company
24. Financial risk management
25. Subsequent events
Signing of the Annual Accounts and the
Review of the Board of Directors 2021
Auditor’s report
Auditor’s ESEF assurance report
194
194
195
197
198
198
201
201
201
202
202
202
203
204
204
204
205
205
206
208
209
209
210
210
210
210
210
210
210
210
211
212
215
125
, FP5 Consolidated income statement
Consolidated statement of comprehensive income
For the year ended 31 December
Net sales
Cost of sales
Gross profit
Research and development expenses
Selling, general and administrative expenses
Other operating income(1)
Other operating expenses(1)
Operating profit
Share of results of associated companies and joint ventures
Financial income(1)
Financial expenses(1)
Profit before tax
Income tax expense
Profit/(loss) for the year from continuing operations
Loss for the year from discontinued operations
Profit/(loss) for the year
Attributable to:
Equity holders of the parent
Non-controlling interests
Notes
5, 6
7
7
7
9
7, 9
32
10
10
11
2021
EURm
22 202
(13 368)
8 834
(4 214)
(2 792)
443
(113)
2 158
9
43
(284)
1 926
(272)
1 654
(9)
1 645
1 623
22
2020
EURm
21 852
(13 659)
8 193
(4 087)
(2 898)
126
(449)
885
22
165
(329)
743
(3 256)
(2 513)
(3)
(2 516)
(2 523)
7
Earnings per share attributable to equity holders of the parent
Basic
Continuing operations
Profit/(loss) for the year
Diluted
Continuing operations
Profit/(loss) for the year
12
EUR
EUR
0.29
0.29
0.29
0.29
(0.45)
(0.45)
(0.45)
(0.45)
2019
EURm
23 315
(15 051)
8 264
(4 532)
(3 219)
173
(201)
485
12
169
(510)
156
(138)
18
(7)
11
7
4
EUR
0.00
0.00
0.00
0.00
(1) In 2021 Nokia changed the presentation of certain items within other operating income and expenses and financial income and expenses. The comparative amounts for 2020 and 2019 have
been recast accordingly. For more information, refer to Note 2, Significant accounting policies.
The notes are an integral part of these consolidated financial statements.
For the year ended 31 December
Profit/(loss) for the year
Other comprehensive income
Items that will not be reclassified to profit or loss
Remeasurements of defined benefit plans
Income tax related to items that will not be reclassified to profit or loss
Items that may be reclassified subsequently to profit or loss
Translation differences
Net investment hedges
Cash flow and other hedges
Financial assets at fair value through other comprehensive income
Other increase, net
Income tax related to items that may be reclassified subsequently to
profit or loss
Other comprehensive income/(loss), net of tax
Total comprehensive income/(loss) for the year
Attributable to:
Equity holders of the parent
Non-controlling interests
The notes are an integral part of these consolidated financial statements.
Notes
20
2021
EURm
1 645
3 040
(755)
1 153
(249)
–
7
–
2
3 198
4 843
4 814
29
2020
EURm
(2 516)
624
(140)
(1 232)
266
15
47
3
25
(392)
(2 908)
(2 914)
6
2019
EURm
11
414
(95)
260
(58)
(2)
8
–
11
538
549
545
4
126
146
NOKIA IN 2021
NOKIA IN 2021
147
127
Financial statements
Consolidated statement of financial position
Consolidated statement of cash flows
As of 31 December
ASSETS
Non-current assets
Goodwill and intangible assets
Property, plant and equipment
Right-of-use assets
Investments in associated companies and joint ventures
Non-current financial investments
Deferred tax assets
Other non-current financial assets
Defined benefit pension assets
Other non-current receivables
Total non-current assets
Current assets
Inventories
Trade receivables
Contract assets
Other current receivables
Current income tax assets
Other current financial assets
Current financial investments
Cash and cash equivalents
Total current assets
Total assets
SHAREHOLDERS’ EQUITY AND LIABILITIES
Capital and reserves attributable to equity holders of the parent
Share capital
Share premium
Treasury shares
Translation differences
Fair value and other reserves
Reserve for invested unrestricted equity
Accumulated deficit
Total capital and reserves attributable to equity holders of the parent
Non-controlling interests
Total equity
Non-current liabilities
Long-term interest-bearing liabilities
Long-term lease liabilities
Deferred tax liabilities
Defined benefit pension and post-employment liabilities
Contract liabilities
Deferred revenue and other non-current liabilities
Provisions
Total non-current liabilities
Current liabilities
Short-term interest-bearing liabilities
Short-term lease liabilities
Other financial liabilities
Current income tax liabilities
Trade payables
Contract liabilities
Deferred revenue and other current liabilities
Provisions
Total current liabilities
Total liabilities
Total shareholders’ equity and liabilities
The notes are an integral part of these consolidated financial statements.
Notes
13, 16
14, 16
15, 16
16, 32
22
11
22, 34
25
18
17
22, 34
6, 34
18
11
22, 23, 34
22, 34
22, 34
19
21, 22, 34
21
11
25
6
22, 26
27
21, 22, 34
21
22, 23, 34
11
22, 34
6
22, 26
27
2021
EURm
7 051
1 924
884
243
758
1 272
325
7 740
255
20 452
2 392
5 382
1 146
859
214
336
2 577
6 691
19 597
40 049
246
454
(352)
(396)
4 219
15 726
(2 537)
17 360
102
17 462
4 537
824
282
3 408
354
436
645
10 486
116
185
762
202
3 679
2 293
3 940
924
12 101
22 587
40 049
2020
EURm
7 027
1 783
805
233
745
1 822
306
5 038
217
17 976
2 242
5 503
1 080
850
265
214
1 121
6 940
18 215
36 191
246
443
(352)
(1 295)
1 910
15 656
(4 143)
12 465
80
12 545
5 015
721
260
4 046
566
541
736
11 885
561
189
738
188
3 174
2 394
3 721
796
11 761
23 646
36 191
For the year ended 31 December
Cash flow from operating activities
Profit/(loss) for the year
Adjustments, total
Change in net working capital(1)
Decrease/(Increase) in receivables
(Increase)/Decrease in inventories
Decrease in non-interest-bearing liabilities
Cash from operations
Interest received
Interest paid
Income taxes paid, net
Net cash from operating activities
Cash flow from investing activities
Purchase of property, plant and equipment and intangible assets
Proceeds from sale of property, plant and equipment and intangible assets
Acquisition of businesses, net of cash acquired
Proceeds from disposal of businesses, net of disposed cash
Purchase of current financial investments
Proceeds from maturities and sale of current financial investments
Purchase of non-current financial investments
Proceeds from sale of non-current financial investments
Foreign exchange hedging of cash and cash equivalents(2)
Other
Net cash used in investing activities
Cash flow from financing activities
Purchase of equity instruments of subsidiaries
Proceeds from long-term borrowings
Repayment of long-term borrowings
(Repayment of)/proceeds from short-term borrowings
Payment of principal portion of lease liabilities
Dividends paid
Net cash (used in)/from financing activities
Translation differences(2)
Net (decrease)/increase in cash and cash equivalents
Cash and cash equivalents as of 1 January
Cash and cash equivalents as of 31 December
Notes
29
15, 21
21
21
21
15, 21
2021
EURm
2020
EURm
1 645
1 713
239
(48)
(459)
3 090
41
(192)
(314)
2 625
(560)
103
(33)
–
(1 845)
398
(77)
277
(77)
19
(1 795)
–
17
(927)
(67)
(226)
(9)
(1 212)
133
(249)
6 940
6 691
(2 516)
5 267
(418)
553
(845)
2 041
33
(35)
(280)
1 759
(479)
13
(104)
11
(1 154)
123
(59)
122
79
10
(1 438)
(1)
1 595
(246)
(83)
(234)
(148)
883
(174)
1 030
5 910
6 940
2019
EURm
11
2 627
159
285
(2 232)
850
57
(1)
(516)
390
(690)
39
–
19
(473)
991
(180)
144
(123)
(17)
(290)
(1)
1 039
(766)
40
(221)
(570)
(479)
28
(351)
6 261
5 910
(1) Net working capital includes both short-term and long-term items.
(2) In 2021, Nokia changed the presentation of the cash flows relating to foreign exchange hedging of cash and cash equivalents from translation differences to cash flow from investing
activities. The comparative amounts for 2020 and 2019 have been reclassified accordingly. Refer to Note 2, Significant accounting policies.
The items in the consolidated statement of cash flows do not directly correspond to the changes in the respective items in the consolidated
statement of financial position due to several reasons such as presentation not on accrual basis in the consolidated statement of cash flows, the
effects of foreign exchange differences arising on consolidation and changes in the consolidation scope. The consolidated statement of cash flows
combines cash flows from both the continuing and the discontinued operations.
The notes are an integral part of these consolidated financial statements.
128
148
NOKIA IN 2021
NOKIA IN 2021
149
129
Financial statements
Consolidated statement of changes in shareholders’ equity
Notes to consolidated financial statements
EURm
As of 1 January 2019
Profit for the year
Other comprehensive income
Total comprehensive income
for the year
Share-based payments
Excess tax benefit on share-
based payments
Settlement of share-based
payments
Dividends
Other movements
Total transactions with owners
As of 31 December 2019
Loss for the year
Other comprehensive loss
Total comprehensive loss
for the year
Share-based payments
Excess tax benefit on
share-based payments
Settlement of share-based
payments
Dividends
Acquisition of non-controlling
19
interests
Investment in subsidiary by
non-controlling interest
Other movements
Total transactions with owners
As of 31 December 2020
Profit for the year
Other comprehensive income
19, 20
Notes
Share
capital
246
Share
premium
436
Treasury
shares
(408)
Translation
differences
(592)
19, 20
220
319
Fair value
and other
reserves
1 063
Reserve for
invested
unrestricted
equity
15 606
Attributable
to equity
holders of
the parent
15 293
7
538
Non-
controlling
interests
Total
equity
82 15 375
11
538
4
Accumulated
deficit
(1 058)
7
(1)
–
–
81
(7)
–
220
319
–
6
545
81
(7)
4
549
81
(7)
(83)
56
1
19
–
246
(9)
427
56
(352)
–
(372)
–
1 382
1
15 607
19, 20
(922)
528
(560)
(1)
(561)
(1 613)
(2 523)
3
(26)
(560)
(1)
(513)
15 325
(2 523)
(391)
(10)
(26)
(570)
(1)
(10)
(523)
76 15 401
7 (2 516)
(392)
(1)
–
(922)
528
–
(2 520)
(2 914)
76
6 (2 908)
76
–
–
76
2
(62)
49
2
(13)
–
(5)
2
(13)
(5)
(10)
–
246
16
443
–
(352)
(1)
(1)
(1 295)
–
1 910
49
15 656
899
2 309
(10)
(10)
–
(1)
54
12 465
1 623
3 191
(10)
(4 143)
1 623
(17)
2
2
–
1
52
(2)
80 12 545
1 645
22
3 198
7
Total comprehensive income
for the year
Share-based payments
Settlement of share-based
payments
Dividends
Total transactions with owners
As of 31 December 2021
–
–
108
(97)
–
899
2 309
–
1 606
70
19
–
246
11
454
–
(352)
–
(396)
–
4 219
70
15 726
–
(2 537)
4 814
108
29
4 843
108
(27)
–
81
17 360
(27)
(7)
74
102 17 462
(7)
(7)
The notes are an integral part of these consolidated financial statements.
1. Corporate information
Nokia Corporation, a public limited liability company incorporated and
domiciled in Helsinki, Finland, is the parent company (Parent Company
or Parent) for all its subsidiaries (Nokia or the Group). Nokia is a global
provider of mobile, fixed and cloud network solutions combining
hardware, software and services, as well as licensing of intellectual
property, including patents, technologies and the Nokia brand. Nokia’s
operational headquarters are located in Espoo, Finland. The shares of
Nokia Corporation are listed on the Nasdaq Helsinki Stock Exchange,
the New York Stock Exchange and the Euronext Paris Stock Exchange.
These consolidated financial statements for the year ended
31 December 2021 were authorized for issuance and filing
by the Board of Directors on 3 March 2022.
2. Significant accounting policies
Basis of presentation and statement of compliance
The consolidated financial statements are prepared in accordance
with International Financial Reporting Standards (IFRS) as issued by
the International Accounting Standards Board (IASB) and as adopted
by the European Union (EU). The consolidated financial statements are
presented in millions of euros (EURm), except as otherwise noted, and
are prepared under the historical cost convention, except as disclosed
in the accounting policies below. The notes to the consolidated
financial statements also conform to the Finnish accounting and
company legislation.
In 2021, Nokia reviewed the presentation of certain items in its
consolidated income statement and consolidated statement of cash
flows. As a result, Nokia made the following reclassifications to enhance
the relevance of information provided:
In respect of the consolidated income statement, Nokia reclassified
certain items between other operating income and expenses. Gains
and losses from unlisted venture funds that were previously presented
as other operating income and other operating expenses, respectively,
are presented on a net basis as other operating income. Foreign
exchange gains and losses on hedging forecasted sales and purchases
that were previously presented as other operating income and other
operating expenses, respectively, are presented on a net basis as other
operating expenses. Expected credit losses on trade receivables that
were presented as other operating income if the amount of expected
credit losses decreased and as other operating expenses if the amount
of expected credit losses increased, are presented as other operating
expenses regardless of the direction of change. The comparative
amounts for 2020 and 2019 have been recast accordingly. In total
other operating income and other operating expenses decreased by
EUR 24 million and EUR 64 million in 2020 and 2019, respectively,
as a result of the reclassifications.
Additionally, in respect of the consolidated income statement,
Nokia reclassified certain items between financial income and
expenses. Negative interest on financial investments that were
previously presented as part of interest income on financial
investments, are presented as a separate line item in financial
expenses. The comparative amounts for 2020 and 2019 have been
recast accordingly. Financial income and financial expenses increased
by EUR 9 million and EUR 4 million, in 2020 and 2019, respectively,
as a result of the reclassifications.
In respect of the consolidated statement of cash flows, Nokia
reclassified the results of foreign exchange hedging of cash and cash
flows that were previously presented in translation differences to the
cash flow from investing activities. The comparative amounts for 2020
and 2019 have been reclassified accordingly. Related to 2020, as a
result of the reclassification, the net cash used in investing activities
decreased by EUR 79 million and translation differences changed
by EUR -79 million compared to the previously reported amounts.
Related to 2019, as a result of the reclassification, the net cash used
in investing activities increased by EUR 123 million and translation
differences changed by EUR 123 million compared to the previously
reported amounts.
In 2020, Nokia reviewed the presentation of income and expenses
related to its restructuring plans, pension plan curtailments and
amendments as well as certain asset impairments. As a result,
Nokia reclassified the restructuring and associated charges, pension
curtailment and plan amendment income and expenses as well as
certain impairment charges that were previously presented in other
operating income and expenses to the functional line items to enhance
the relevance of information provided in its consolidated income
statement. The comparative amounts for 2019 were reclassified
accordingly. As a result, cost of sales increased by EUR 62 million,
research and development expenses increased by EUR 121 million,
selling, general and administrative expenses increased by EUR 118 million,
other operating income decreased by EUR 187 million and other
operating expenses decreased by EUR 488 million compared to the
amounts presented in Nokia’s consolidated financial statements for 2019.
Other information
This paragraph is included in connection with statutory reporting
requirements in Germany. The fully consolidated German subsidiary,
Nokia Solutions and Networks GmbH & Co. KG, registered in the
commercial register of Munich under HRA 88537, has made use
of the exemption available under § 264b and § 291 of the German
Commercial Code (HGB).
Principles of consolidation
The consolidated financial statements comprise the financial
statements of the Parent Company, and each of those companies
over which it exercises control. Control over an entity exists when
Nokia is exposed, or has rights, to variable returns from its involvement
with the entity and has the ability to affect those returns through its
power over the entity. When Nokia has less than a majority of voting
or similar rights in an entity, it considers all relevant facts and
circumstances in assessing whether it has power over an entity,
including the contractual arrangements, and voting rights and potential
voting rights. Nokia reassesses whether or not it controls an entity
if facts and circumstances indicate that there are changes to the
elements of control.
Consolidation of a subsidiary begins when Nokia obtains control over
the subsidiary and ceases when it loses control over the subsidiary.
Assets, liabilities, income and expenses of a subsidiary acquired or
disposed of during the year are included in the consolidated financial
statements from the date Nokia gains control until the date Nokia
ceases to control the subsidiary. A change in the ownership interest
of a subsidiary, without a loss of control, is accounted for as an equity
transaction. If Nokia loses control in a subsidiary, the related assets,
liabilities, non-controlling interest and other components of equity
are derecognized with any gain or loss recognized in the consolidated
income statement. Any investment retained in the former subsidiary
is measured at fair value.
All intercompany transactions are eliminated as part of the
consolidation process. Non-controlling interests are presented
separately as a component of net profit or loss and are shown as a
component of shareholders’ equity in the consolidated statement
of financial position.
130
150
NOKIA IN 2021
NOKIA IN 2021
151
131
Financial statements
Notes to consolidated financial statements
continued
Business combinations
Business combinations are accounted for using the acquisition method.
The consideration transferred in a business combination is measured
as the aggregate of the fair values of the assets transferred, liabilities
incurred towards the former owners of the acquired entity or
business and equity instruments issued. Acquisition-related costs
are recognized as expenses in the consolidated income statement
in the period in which the costs are incurred and the related services
are received with the exception of costs directly attributable to the
issuance of equity instruments that are accounted for as a deduction
from equity.
Identifiable assets acquired and liabilities assumed are measured
at the acquisition date fair values. Nokia elects whether to measure
the non-controlling interests in the acquiree at fair value or at the
proportionate share of the acquiree’s identifiable net assets on a
business combination by business combination basis. The excess
of the aggregate of the consideration transferred and the amount
recognized for non-controlling interests over the acquisition date fair
values of the identifiable net assets acquired is recorded as goodwill.
Investments in associates and joint ventures
An associate is an entity over which Nokia exercises significant
influence. Significant influence is the power to participate in the
financial and operating policy decisions of the entity, but is not control
or joint control over those policies.
A joint venture is a type of joint arrangement whereby the parties that
have joint control of the arrangement have rights to the net assets
of the arrangement. Joint control is the contractually agreed sharing
of control of an arrangement, which exists only when decisions about
relevant activities require the unanimous consent of the parties
sharing control.
Nokia’s investments in associates and joint ventures are accounted for
using the equity method. Under the equity method, the investment in
an associate or joint venture is initially recognized at cost. The carrying
amount of the investment is adjusted to recognize changes in Nokia’s
share of net assets of the associate or joint venture since the
acquisition date. Nokia’s share of profits and losses of associates
and joint ventures is included in the consolidated income statement
outside operating profit or loss. Any change in other comprehensive
income of associates and joint ventures is presented as part of Nokia’s
other comprehensive income.
After application of the equity method, as of each reporting date,
Nokia determines whether there is objective evidence that the
investment in an associate or joint venture is impaired. If there is such
evidence, Nokia recognizes an impairment loss that is calculated as the
difference between the recoverable amount of the associate or joint
venture and its carrying value. The impairment loss is presented within
share of results of associated companies and joint ventures in the
consolidated income statement.
Non-current assets (or disposal groups) held for sale and
discontinued operations
Non-current assets or disposal groups are classified as assets held
for sale if their carrying amounts will be recovered principally through a
sale transaction rather than through continuing use. For this to be the
case, the asset, or the disposal group, must be available for immediate
sale in its present condition subject only to terms that are usual and
customary for sales of such assets or disposal groups, and the sale
must be highly probable. These assets, or in the case of disposal
groups, assets and liabilities, are presented separately in the
consolidated statement of financial position and measured at the lower
of the carrying amount and fair value less costs to sell. Non-current
assets classified as held for sale, or included in a disposal group
classified as held for sale, are not depreciated or amortized.
Discontinued operation is reported when a component of Nokia,
comprising operations and cash flows that can be clearly distinguished
both operationally and for financial reporting purposes from the rest
of Nokia, has been disposed of or is classified as held for sale, and that
component represents a major line of business or geographical area
of operations or is part of a single coordinated plan to dispose of a
separate major line of business or geographical area of operations.
Profit or loss from discontinued operations is reported separately from
income and expenses from continuing operations in the consolidated
income statement, with prior periods presented on a comparative
basis. Intra-group revenues and expenses between continuing and
discontinued operations are eliminated.
Discontinued operations presented in the consolidated income
statement for 2021, 2020 and 2019 comprise the financial results
related to the HERE business and the D&S business. Nokia sold its HERE
digital mapping and location services business to a German automotive
industry consortium comprised of AUDI AG, BMW Group and Daimler AG
in a transaction that was completed on 4 December 2015. Nokia sold
substantially all of its Devices & Services business to Microsoft in a
transaction that was completed on 25 April 2014. The timing and
amount of financial effects related to these operations are largely
dependent upon external factors such as final outcomes of uncertain
tax positions.
Revenue recognition
Nokia accounts for a contract with a customer when the contract has
been approved in writing, which is generally when both parties are
committed to perform their respective obligations, the rights, including
payment terms, regarding the goods and services to be transferred can
be identified, the contract has commercial substance, and collection
of the consideration to which Nokia expects to be entitled is probable.
Management considers only legally enforceable rights in evaluating the
accounting for contracts with customers. As such, frame agreements
that do not create legally enforceable rights and obligations are
accounted for based on the issuance of subsequent legally binding
purchase orders under the frame agreements.
A contract modification or a purchase order is accounted for as a
separate contract if the scope of the contract increases by additional
distinct goods or services, and the price of the contract increases by
an amount that reflects the standalone selling price of those additional
goods or services. In case the additional goods or services are distinct
but not sold at a standalone selling price, the contract modification is
accounted for prospectively. In cases where the additional goods or
services are not distinct, the modification is accounted for through
a cumulative catch-up adjustment.
Nokia recognizes revenue from contracts with customers to reflect
the transfer of promised goods and services to customers for amounts
that reflect the consideration to which Nokia expects to be entitled in
exchange for those goods and services. The consideration may include
a variable amount, which Nokia estimates based on the most likely
amount. Items causing variability include volume discounts and sales-
based or usage-based royalties. Nokia includes variable consideration
into the transaction price only to the extent that it is highly probable
that a significant revenue reversal will not occur. The transaction price
also excludes amounts collected on behalf of third parties.
Nokia’s payment terms are 80 days on average. Invoices are generally
issued as control transfers and/or as services are rendered. When this
is not the case, Nokia recognizes a contract asset or a contract liability
depending on the timing of payment versus transfer of control. In case
the timing of payments provides either the customer or Nokia with a
significant benefit of financing, the transaction price is adjusted for the
effect of financing and the related interest revenue or interest expense
is presented separately from revenue. As a practical expedient, Nokia
does not account for financing components if, at contract inception,
the consideration is expected to be received within one year before
or after the goods or services have been transferred to the customer.
Nokia enters into contracts with customers consisting of any
combination of hardware, services and intellectual property. The
associated revenue recognized for such contracts depends on the
nature of the underlying goods and services provided. The promised
goods or services in the contract might include sale of goods, license
of intellectual property and grant of options to purchase additional
goods or services that may provide the customer with a material right.
Nokia conducts an assessment at contract inception to determine
which promised goods and services in a customer contract are distinct
and accordingly identified as performance obligations. Nokia considers
that goods and services are distinct if the customer can benefit from
the good or service either on its own or together with other resources
readily available, and if Nokia’s promise to transfer the good or service
is separately identifiable from other promises in the contract.
Nokia allocates the transaction price to each distinct performance
obligation on the basis of their standalone selling prices, relative to
the overall transaction price. If a standalone selling price is not
observable, it is estimated. The transaction price may include a
discount or a variable amount of consideration that is generally
allocated proportionately to all performance obligations in the contract
unless Nokia has observable evidence that the entire discount relates
to only one or more, but not all, performance obligations in a contract.
Revenue is recognized when, or as, Nokia satisfies a performance
obligation by transferring a promised good or service to a customer,
which is when the customer obtains control of that good or service.
The amount of revenue recognized is the amount allocated to the
satisfied performance obligation based on the relative standalone
selling prices. A performance obligation may be satisfied at a point
in time or over time.
Hardware and software sold by Nokia includes warranty, which can
either be assurance-type for repair of defects and recognized as a
centralized warranty provision (refer to Note 27, Provisions), or service-
type for scope beyond the repair of defects or for a time period
beyond the standard assurance-type warranty period and considered
a separate performance obligation within the context of the contract.
Revenue is allocated to each performance obligation based on its
standalone selling price in relation to the overall transaction price. The
standalone selling price of each performance obligation is determined
by considering factors such as the price of the performance obligation
if sold on a standalone basis and the expected cost of the performance
obligation plus a reasonable margin when price references are not
available. The portion of the transaction price allocated to each
performance obligation is then recognized when the revenue
recognition criteria for that performance obligation have been met.
Nokia presents its customer contracts in the consolidated statement
of financial position as either a contract asset or a contract liability,
depending on the relationship between Nokia’s performance and the
customer’s payment for each individual contract. On a net basis, a
contract asset position represents where Nokia has performed by
transferring goods or services to a customer before the customer
has provided the associated consideration or before payment is due.
Conversely, a contract liability position represents where a customer
has paid consideration or payment is due, but Nokia has not yet
transferred goods or services to the customer. Contract assets
presented in the consolidated statement of financial position are
current in nature while contract liabilities can be either current or
non-current. Invoiced receivables represent unconditional rights to
payment and are presented separately as trade receivables in the
consolidated statement of financial position.
Sale of products
Nokia manufactures and sells a range of networking equipment,
covering the requirements of network operators. Revenue for these
products is recognized when control of the products has transferred,
the determination of which may require judgment. Typically, for
standard equipment sales, control transfers upon delivery. For more
complex solutions, control generally transfers upon acceptance.
In some arrangements, mainly within the Submarine Networks
business, Nokia’s performance does not create an asset with an
alternative use and Nokia recognizes revenue over time using the
output method, which faithfully depicts the manner in which the
asset is transferred to the customer as well as Nokia's enforceable
rights to payment for the work completed to date. The output measure
selected by Nokia for each contract may vary depending on the nature
of the contract.
Sale of services
Nokia provides services related to the provision of networking
equipment, ranging from managing a customer’s network and product
maintenance services to network installation, integration and
optimization. Revenue for each separate service performance
obligation is recognized as or when the customer obtains the benefits
of Nokia’s performance. Service revenue is recognized over time for
managed and maintenance services, as in these cases Nokia performs
throughout a fixed contract term and the customer simultaneously
receives and consumes the benefits as Nokia performs. In some cases,
Nokia performs services that are subject to customer acceptance
where revenue is recognized when the customer acceptance is received.
132
152
NOKIA IN 2021
NOKIA IN 2021
153
133
Financial statements
Notes to consolidated financial statements
continued
Sale of intellectual property licenses
Nokia provides its customers with licenses to intellectual property (IP)
owned by Nokia by granting software licenses and rights to benefit
from Nokia’s IP in their products. When a software license is sold,
revenue is recognized upon delivery or acceptance of the software,
as Nokia has determined that each software release is distinct and the
license is granted for software as it exists when the control transfers
to the customer.
When Nokia grants customers a license to use IP owned by Nokia, the
associated license fee revenue is recognized in accordance with the
substance of the relevant agreements. In the majority of cases, Nokia
retains obligations to continue to develop and make available to the
customer the latest IP in the licensed assets during the contract term,
and therefore revenue is recognized pro rata over the period during
which Nokia is expected to perform. Recognition of the revenue as
pro rata over the term of the license is considered the most faithful
depiction of Nokia’s satisfaction of the performance obligation as
the IP being licensed towards the customer includes new inventions
patented by Nokia that are highly interdependent and interrelated and
created through the course of continuous research and development
(R&D) efforts that are relatively stable throughout the year. In some
contracts, Nokia has no remaining obligations to perform after granting
a license to the initial IP, and licensing fees are non-refundable. In
these cases, revenue is recognized at the beginning of the license term.
Government grants
Government grants are recognized when there is reasonable assurance
that Nokia will comply with the conditions attached to them and the
grants will be received. Government grants received as compensation
for expenses or losses incurred are recognized in the consolidated
income statement as a deduction against the related expenses except
for certain non-recurring grants that are recognized as other operating
income. Government grants related to assets are presented in the
consolidated statement of financial position as deferred income and
recognized as income over the same period the asset is depreciated
or amortized.
Government grants received in the form of R&D tax credits are
recognized as a deduction against R&D expenses if the amount of the
tax credit is linked to the amount of R&D expenditures incurred by
Nokia and the tax credit is a fully collectible asset that will be paid
in cash by the government in case Nokia is not able to offset it against
its income tax payable. R&D tax credits that do not meet both
conditions are recognized as income tax benefit.
Employee benefits
Pensions and other post-employment benefits
Nokia has various post-employment plans in accordance with the local
conditions and practices in the countries in which it operates. The plans
are generally funded through payments to insurance companies or
contributions to trustee-administered funds as determined by periodic
actuarial calculations.
In a defined contribution plan, Nokia’s legal or constructive obligation
is limited to the amount that it agrees to contribute to the fund.
Nokia’s contributions to defined contribution plans, multi-employer
and insured plans are recognized in the consolidated income statement
in the period to which the contributions relate. If a pension plan is
funded through an insurance contract where Nokia does not retain
any legal or constructive obligations, the plan is treated as a defined
contribution plan. All arrangements that do not fulfill these conditions
are considered defined benefit plans.
For defined benefit plans, including pension and post-employment
healthcare and life insurance, costs are assessed using the projected
unit credit method: the cost is recognized in the consolidated income
statement so as to spread the benefit over the service lives of
employees. The defined benefit obligation is measured as the present
value of the estimated future cash outflows using interest rates on
high-quality corporate bonds or government bonds with maturities
that most closely match expected payouts of benefits. The defined
benefit plan asset is measured at fair market value as of the reporting
date. Assets invested in alternative asset classes such as private equity,
real estate and absolute return, are measured using latest available
valuations provided by the asset managers, reviewed by Nokia, and
adjusted for subsequent cash flows. The liability or asset recognized
in the consolidated statement of financial position is the present value
of the defined benefit obligation as of the reporting date less the fair
value of plan assets including effects of any asset ceiling.
Service cost related to employees’ service in the current period as
well as past service cost resulting from plan amendments, curtailments,
and gains and losses on settlements are all presented within cost of
sales, research and development expenses or selling, general and
administrative expenses in the consolidated income statement. Past
service costs are recognized immediately in the consolidated income
statement when the plan amendment, curtailment or settlement occurs.
Net interest, consisting of interest calculated by applying a discount
rate to the net defined benefit liability or asset and the effect of asset
ceiling, as well as pension plan administration costs not taken into
account in determining the return on plan assets, are presented within
financial income and expenses in the consolidated income statement.
Remeasurements, comprising actuarial gains and losses, the effect
of the asset ceiling and the return on plan assets, excluding amounts
recognized in net interest, are recognized immediately in the
consolidated statement of financial position with a corresponding debit
or credit to pension remeasurements reserve within shareholders’
equity through other comprehensive income in the period in which
they occur. Remeasurements are not reclassified to profit or loss in
subsequent periods.
Actuarial valuations for Nokia’s defined benefit post-employment plans
are performed annually or when a material plan amendment,
curtailment or settlement occurs.
Termination benefits
Termination benefits are payable when employment is terminated
before the normal retirement date, or whenever an employee accepts
voluntary redundancy in exchange for these benefits. Nokia recognizes
termination benefits when it is demonstrably committed to either
terminating the employment of current employees according to a
detailed formal plan without possibility of withdrawal, or providing
termination benefits as a result of an offer made to encourage
voluntary redundancy. These benefits are recorded as termination
benefits as a component of the restructuring provision. Local laws may
provide employees with the right to benefits from the employer upon
termination whether the termination is voluntary or involuntary. For
these specific benefits, the difference between the value of the higher
benefit for involuntary termination and the lower benefit for voluntary
termination is treated as a termination benefit and the portion of the
benefit that Nokia would be required to pay to the employee in the
case of voluntary termination is treated as a contractual or legal
obligation determined by local law and accounted for as a defined
benefit arrangement as described in the pensions section above.
Share-based payments
Nokia offers three types of global equity-settled share-based
compensation plans for employees: performance shares, restricted
shares and the employee share purchase plan.
Employee services received and the corresponding increase in equity
are measured by reference to the fair value of the equity instruments
as of the grant date, excluding the impact of any non-market vesting
conditions. Non-market vesting conditions attached to the performance
shares are included in assumptions about the number of shares that the
employee will ultimately receive. Nokia reviews the assumptions made
on a regular basis and, where necessary, revises its estimates of the
number of performance shares that are expected to be settled. Plans
that apply tranched vesting are accounted for under the graded vesting
model. Share-based compensation is recognized as an expense in the
consolidated income statement over the relevant service periods.
Income taxes
Income tax expense comprises current tax and deferred tax. Tax is
recognized in the consolidated income statement except to the extent
that it relates to items recognized in other comprehensive income,
or directly in equity, in which case the related tax is recognized in
other comprehensive income or equity, respectively.
Current taxes are based on the results of the Group companies and
are calculated using the local tax laws and tax rates that are enacted
or substantively enacted as of the reporting date. Corporate taxes
withheld at the source of the income on behalf of the Group companies
are accounted for as income taxes when determined to represent a tax
on net income.
Deferred tax assets and liabilities are determined using the balance
sheet liability method for all temporary differences arising between the
tax bases of assets and liabilities and their carrying amounts in the
consolidated financial statements. Deferred tax assets are recognized
to the extent it is probable that future taxable profit will be available
against which the unused tax losses, unused tax credits and deductible
temporary differences can be utilized in the relevant jurisdictions.
Deferred tax assets are assessed for realizability as of each reporting
date. When facts and circumstances indicate it is no longer probable
that deferred tax assets will be utilized, adjustments are made as
necessary. Deferred tax liabilities are recognized for taxable temporary
differences, and for temporary differences that arise between the
fair value and the tax base of identifiable net assets acquired in
business combinations.
Deferred tax liabilities are not recognized if they arise from the
initial recognition of goodwill. Deferred tax liabilities are provided on
taxable temporary differences arising from investments in subsidiaries,
associates and joint arrangements, except for deferred tax liability
where the timing of the reversal of the temporary difference is
controlled by Nokia, and it is probable that the temporary difference
will not reverse in the foreseeable future.
Deferred tax assets and deferred tax liabilities are measured using
the enacted or substantively enacted tax rates as of the reporting
date that are expected to apply in the period when the asset is
realized or the liability is settled. Deferred tax assets and liabilities
are not discounted.
Deferred tax assets and deferred tax liabilities are offset for
presentation purposes when there is a legally enforceable right to set
off current tax assets against current tax liabilities, and the deferred
tax assets and deferred tax liabilities relate to income taxes levied
by the same taxation authority on either the same taxable entity or
different taxable entities, which intend either to settle current tax
liabilities and assets on a net basis, or to realize the assets and settle
the liabilities simultaneously in each future period in which significant
amounts of deferred tax liabilities or deferred tax assets are expected
to be settled or recovered.
Nokia periodically evaluates positions taken in tax returns with
respect to situations in which applicable tax regulation is subject to
interpretation. It adjusts the amounts of current and deferred tax
assets and liabilities recorded, where it is considered probable,
i.e. more likely than not, that certain tax positions may not be fully
sustained upon review by tax authorities. The amounts recorded are
based on the most likely amount or the expected value, depending
on which method Nokia expects to better predict the resolution of
the uncertainty, as of each reporting date.
Foreign currency translation
Functional and presentation currency
The financial statements of all Group companies are measured using
functional currency, which is the currency of the primary economic
environment in which the entity operates. The consolidated financial
statements are presented in euro, the functional and presentation
currency of the Parent Company.
Transactions in foreign currencies
Transactions in foreign currencies are recorded at exchange rates
prevailing at the dates of the individual transactions. For practical
reasons, a rate that approximates the actual rate at the date of the
transaction is often used. Monetary assets and liabilities denominated
in foreign currency are valued at the exchange rates prevailing at the
end of the reporting period. Foreign exchange gains and losses arising
from monetary assets and liabilities as well as fair value changes of
related hedging instruments are recognized in financial income and
expenses in the consolidated income statement. Unrealized foreign
exchange gains and losses related to non-monetary non-current
financial investments are included in the fair value measurement of
these investments and recognized in other operating income and
expenses in the consolidated income statement.
Foreign Group companies
On consolidation, the assets and liabilities of foreign operations whose
functional currency is other than euro are translated into euro at the
exchange rates prevailing at the end of the reporting period. The
income and expenses of these foreign operations are translated into
euro at the average exchange rates for the reporting period. The
exchange differences arising from translation for consolidation are
recognized as translation differences in the consolidated statement
of comprehensive income. On disposal of a foreign operation the
cumulative amount of translation differences relating to that disposal
is reclassified to profit or loss.
134
154
NOKIA IN 2021
NOKIA IN 2021
155
135
Financial statements
Notes to consolidated financial statements
Notes to consolidated financial statements
continued
Notes to consolidated financial statements
Intangible assets
Sale of intellectual property licenses
Nokia provides its customers with licenses to intellectual property (IP)
Intangible assets acquired separately are measured on initial
owned by Nokia by granting software licenses and rights to benefit
recognition at cost. The cost of intangible assets acquired in a
from Nokia’s IP in their products. When a software license is sold,
business combination is their fair value as of the date of acquisition.
revenue is recognized upon delivery or acceptance of the software,
Internally generated intangibles, except for development costs that
as Nokia has determined that each software release is distinct and the
may be capitalized, are expensed as incurred. Development costs are
license is granted for software as it exists when the control transfers
capitalized only if Nokia has the technical feasibility to complete the
to the customer.
asset; has an ability and intention to use or sell the asset; can
demonstrate that the asset will generate future economic benefits;
When Nokia grants customers a license to use IP owned by Nokia, the
has resources available to complete the asset; and has the ability
associated license fee revenue is recognized in accordance with the
to measure reliably the expenditure during development.
substance of the relevant agreements. In the majority of cases, Nokia
retains obligations to continue to develop and make available to the
The useful life of Nokia’s intangible assets, other than goodwill, is finite.
customer the latest IP in the licensed assets during the contract term,
Following initial recognition, finite intangible assets are carried at cost
and therefore revenue is recognized pro rata over the period during
less accumulated amortization and accumulated impairment losses.
which Nokia is expected to perform. Recognition of the revenue as
Intangible assets are amortized over their useful lives, generally three
pro rata over the term of the license is considered the most faithful
to ten years, using the straight-line method, which is considered to
depiction of Nokia’s satisfaction of the performance obligation as
best reflect the pattern in which the asset’s future economic benefits
the IP being licensed towards the customer includes new inventions
are expected to be consumed. Depending on the nature of the
patented by Nokia that are highly interdependent and interrelated and
intangible asset, the amortization charges are presented within cost
created through the course of continuous research and development
of sales, research and development expenses or selling, general and
(R&D) efforts that are relatively stable throughout the year. In some
administrative expenses in the consolidated income statement.
contracts, Nokia has no remaining obligations to perform after granting
Property, plant and equipment
a license to the initial IP, and licensing fees are non-refundable. In
Property, plant and equipment are stated at cost less accumulated
these cases, revenue is recognized at the beginning of the license term.
depreciation and accumulated impairment losses. Depreciation is
Government grants
recorded on a straight-line basis over the expected useful lives of the
Government grants are recognized when there is reasonable assurance
assets as follows:
that Nokia will comply with the conditions attached to them and the
Buildings and constructions
grants will be received. Government grants received as compensation
20–33 years
for expenses or losses incurred are recognized in the consolidated
Buildings and constructions
income statement as a deduction against the related expenses except
Light buildings and constructions
3–20 years
for certain non-recurring grants that are recognized as other operating
Vessels
income. Government grants related to assets are presented in the
Cable-laying vessels
consolidated statement of financial position as deferred income and
Cable-laying accessories
recognized as income over the same period the asset is depreciated
Machinery and equipment
or amortized.
Production machinery, measuring and test equipment
1–5 years
Government grants received in the form of R&D tax credits are
Other machinery and equipment
3–10 years
recognized as a deduction against R&D expenses if the amount of the
tax credit is linked to the amount of R&D expenditures incurred by
Land and water areas are not depreciated.
Nokia and the tax credit is a fully collectible asset that will be paid
Maintenance, repairs and renewals are generally expensed in the period
in cash by the government in case Nokia is not able to offset it against
in which they are incurred. However, major renovations are capitalized
its income tax payable. R&D tax credits that do not meet both
and included in the carrying amount of the asset when it is probable
conditions are recognized as income tax benefit.
that future economic benefits in excess of the originally assessed
Employee benefits
standard of performance of the existing asset will flow to Nokia.
Pensions and other post-employment benefits
Major renovations are depreciated over the remaining useful life of
Nokia has various post-employment plans in accordance with the local
the related asset. Leasehold improvements are depreciated over
conditions and practices in the countries in which it operates. The plans
the shorter of the lease term and the useful life. Gains and losses on
are generally funded through payments to insurance companies or
the disposal of property, plant and equipment are included in other
contributions to trustee-administered funds as determined by periodic
operating income or expenses.
actuarial calculations.
Leases
In a defined contribution plan, Nokia’s legal or constructive obligation
On 1 January 2019, Nokia adopted IFRS 16, Leases, which provides
is limited to the amount that it agrees to contribute to the fund.
a single lessee accounting model, requiring lessees to recognize
Nokia’s contributions to defined contribution plans, multi-employer
right-of-use assets and lease liabilities for all leases in the consolidated
and insured plans are recognized in the consolidated income statement
statement of financial position. The right-of-use asset represents the
in the period to which the contributions relate. If a pension plan is
lessee’s right to use the underlying leased asset while the lease liability
funded through an insurance contract where Nokia does not retain
represents the lessee’s obligation to make lease payments.
any legal or constructive obligations, the plan is treated as a defined
Nokia assesses at contract inception whether a contract is, or contains,
contribution plan. All arrangements that do not fulfill these conditions
a lease i.e. Nokia assesses whether the contract conveys the right to
are considered defined benefit plans.
control the use of an identified asset for a period of time in exchange
for consideration. At the commencement date of the lease, Nokia
recognizes a right-of-use asset and a lease liability for all leases with a
lease term exceeding 12 months. The commencement date is the date
when the lessor makes the underlying leased asset available for use
by Nokia.
15–40 years
4–10 years
Nokia applies a practical expedient whereby leases for which the lease
For defined benefit plans, including pension and post-employment
term is 12 months or less at the lease commencement date (short-
healthcare and life insurance, costs are assessed using the projected
term leases) are not recognized in its consolidated statement of
unit credit method: the cost is recognized in the consolidated income
financial position. Instead, Nokia recognizes the lease payments
statement so as to spread the benefit over the service lives of
associated with short-term leases as an operating expense on a
employees. The defined benefit obligation is measured as the present
straight-line basis over the lease term. In addition, as a practical
value of the estimated future cash outflows using interest rates on
expedient, Nokia does not separate certain non-lease components
high-quality corporate bonds or government bonds with maturities
from lease components but instead accounts for each lease
that most closely match expected payouts of benefits. The defined
component and associated specified non-lease component as a single
benefit plan asset is measured at fair market value as of the reporting
lease component. Non-lease components such as payments for
date. Assets invested in alternative asset classes such as private equity,
maintenance and services made in conjunction with the leased asset
real estate and absolute return, are measured using latest available
are included in the lease liability whenever these payments are fixed
valuations provided by the asset managers, reviewed by Nokia, and
and defined in the lease contract. Other payments for non-lease
adjusted for subsequent cash flows. The liability or asset recognized
components that are variable based on consumption, eg. property
in the consolidated statement of financial position is the present value
taxes, insurance payments and variable property service costs,
of the defined benefit obligation as of the reporting date less the fair
are recognized as an expense when incurred.
value of plan assets including effects of any asset ceiling.
3–15 years
3–5 years
The majority of Nokia’s leased assets relate to commercial and
Service cost related to employees’ service in the current period as
industrial properties such as R&D facilities, production facilities and
well as past service cost resulting from plan amendments, curtailments,
office buildings. Nokia also leases vehicles provided as employee
and gains and losses on settlements are all presented within cost of
benefits and service vehicles.
sales, research and development expenses or selling, general and
administrative expenses in the consolidated income statement. Past
Right-of-use assets are measured at cost less accumulated
service costs are recognized immediately in the consolidated income
depreciation and impairment losses, and adjusted for any
statement when the plan amendment, curtailment or settlement occurs.
remeasurements of the lease liabilities. The cost of right-of-use assets
Net interest, consisting of interest calculated by applying a discount
includes the amount of lease liabilities recognized, initial direct costs
rate to the net defined benefit liability or asset and the effect of asset
incurred, and lease payments made at or before the commencement
ceiling, as well as pension plan administration costs not taken into
date less any lease incentives received. Right-of-use assets are
account in determining the return on plan assets, are presented within
depreciated on a straight-line basis over the lease term as follows:
financial income and expenses in the consolidated income statement.
Remeasurements, comprising actuarial gains and losses, the effect
Buildings
of the asset ceiling and the return on plan assets, excluding amounts
Other
recognized in net interest, are recognized immediately in the
consolidated statement of financial position with a corresponding debit
Lease liabilities are measured at the present value of lease payments
or credit to pension remeasurements reserve within shareholders’
to be made over the lease term. Nokia determines the lease term as
equity through other comprehensive income in the period in which
the non-cancellable term of the lease, together with any periods
they occur. Remeasurements are not reclassified to profit or loss in
covered by an option to extend the lease if it is reasonably certain to
subsequent periods.
be exercised, as well as any periods covered by an option to terminate
the lease if it is reasonably certain not to be exercised. The lease
Actuarial valuations for Nokia’s defined benefit post-employment plans
payments include fixed lease payments and certain fixed non-lease
are performed annually or when a material plan amendment,
components less any lease incentives receivable, variable lease
curtailment or settlement occurs.
payments that depend on an index or a rate, and appropriate
Termination benefits
termination fees whenever the lease term has been determined based
Termination benefits are payable when employment is terminated
on the expectation that Nokia will exercise its option to terminate.
before the normal retirement date, or whenever an employee accepts
Nokia does not generally enter into lease contracts with variable lease
voluntary redundancy in exchange for these benefits. Nokia recognizes
payments linked to future performance or use of an underlying asset.
termination benefits when it is demonstrably committed to either
After the commencement date, the amount of lease liabilities is
terminating the employment of current employees according to a
measured on an amortized cost basis using the effective interest
detailed formal plan without possibility of withdrawal, or providing
method where the lease liabilities increase related to the accretion
termination benefits as a result of an offer made to encourage
of interest and decrease for lease payments made. In addition, the
voluntary redundancy. These benefits are recorded as termination
carrying amounts for the right-of-use asset and lease liability are
benefits as a component of the restructuring provision. Local laws may
remeasured if there is a modification, a change in the lease term or
provide employees with the right to benefits from the employer upon
a change in the future lease payments resulting from a change in an
termination whether the termination is voluntary or involuntary. For
index or rate used to determine such lease payments. The interest
these specific benefits, the difference between the value of the higher
component of the lease payments is recognized as interest expense
benefit for involuntary termination and the lower benefit for voluntary
within financial expenses.
termination is treated as a termination benefit and the portion of the
benefit that Nokia would be required to pay to the employee in the
Nokia uses its incremental borrowing rate to calculate the present
case of voluntary termination is treated as a contractual or legal
value of lease payments as the interest rate implicit in the lease is not
obligation determined by local law and accounted for as a defined
readily determinable. Nokia estimates its incremental borrowing rate
benefit arrangement as described in the pensions section above.
quarterly based on the rate of interest that Nokia would pay to borrow
over the lease term with a similar security to obtain an asset of a
similar value to the leased asset in a similar economic environment.
Nokia measures all leases at amortized cost based on the appropriate
discount rate available in the quarter when lease commencement
occurred. Where a lease contract modification or reassessment of
the lease liability resulting from a change in the lease term occurs,
Nokia remeasures the present value of the lease liability based on
the appropriate discount rate available in the quarter when the
reassessment or modification occurs.
Inventories
Inventories are stated at the lower of cost and net realizable value.
Cost is determined using standard cost, which approximates actual
cost on a first-in first-out (FIFO) basis. Net realizable value is the
amount that can be realized from the sale of the inventory in the
normal course of business after allowing for the costs of realization.
In addition to the cost of materials and direct labor, an appropriate
proportion of production overhead is included in the cost of inventory.
An allowance is recorded for excess inventory and obsolescence based
on the lower of cost and net realizable value.
Nokia classifies its inventories to raw materials and semi-finished
goods, finished goods, and contract work in progress. Raw materials
and semi-finished goods include purchased materials, components
and supplies to be used in production. Finished goods include goods
manufactured by Nokia or by subcontractors that are ready for sale
and goods purchased for resale. Contract work in progress includes
costs incurred to date for customer contracts where the contractual
performance obligations are not yet satisfied. Contract work in
progress will be recognized as cost of sales when control of the
related performance obligation is transferred to the customer.
Fair value measurement of financial instruments
A number of financial instruments are measured at fair value as of
each reporting date after initial recognition. Fair value is the price that
would be received to sell an asset or paid to transfer a liability in an
orderly transaction between market participants at the measurement
date. The fair value of an asset or a liability is measured using the
assumptions that market participants would use when pricing the asset
or liability, assuming that market participants act in their economic
best interest, by using quoted market rates, discounted cash flow
analyses and other appropriate valuation models. Nokia uses valuation
techniques that are appropriate in the circumstances and for which
sufficient data is available to measure fair value, maximizing the use
of relevant observable inputs and minimizing the use of unobservable
inputs. All financial assets and liabilities for which fair values are being
measured or disclosed in the consolidated financial statements are
categorized within the fair value hierarchy, described as follows,
based on the lowest level input that is significant to the fair value
measurement as a whole:
Level 1—Quoted (unadjusted) market prices for exchange-traded
products in active markets for identical assets or liabilities;
Level 2—Valuation techniques for which significant inputs other
than quoted prices are directly or indirectly observable; and
Level 3—Valuation techniques for which significant inputs are
unobservable.
Nokia categorizes assets and liabilities that are measured at fair value
on a recurring basis into an appropriate level of the fair value hierarchy
at the end of each reporting period.
Nokia acts primarily as a lessee in its leasing transactions. However,
Nokia will enter into contracts to sublease vacant leasehold or freehold
properties for sublease terms up to 10 years to offset or mitigate the
unavoidable costs associated with those properties. In these cases,
Nokia classifies each sublease as a finance lease whenever the sublease
contract transfers substantially all the risks and rewards incidental
to ownership to the subtenant. All other subleases are classified as
operating leases.
Included within other financial assets in its consolidated statement
of financial position, Nokia recognizes a net investment asset for all
finance subleases based on the present value of future sublease
payments at the sublease commencement date. After the
commencement date, the net investment asset is measured on an
amortized cost basis using the effective interest method where the net
investment asset increases related to the accretion of interest income
and decreases for sublease payments received. Sublease payments
received from operating subleases is recognized as other operating
income on a straight-line basis over the lease term.
Impairment of goodwill, intangible assets, property,
plant and equipment and right-of-use assets
Nokia assesses the recoverability of the carrying value of goodwill,
intangible assets, property, plant and equipment and right-of-use
assets if events or changes in circumstances indicate that the carrying
value may be impaired. In addition, Nokia tests the carrying value
of goodwill for impairment annually even if there is no indication
of impairment.
Factors that Nokia considers when it reviews indications of impairment
include, but are not limited to, underperformance of the asset relative
to its historical or projected future results, significant changes in the
manner of using the asset or the strategy for the overall business,
and significant negative industry or economic trends.
Goodwill is allocated to the cash-generating units or groups of cash-
generating units that are expected to benefit from the synergies of the
related business combination and that reflect the lowest level at which
goodwill is monitored for internal management purposes. A cash-
generating unit, as determined for the purposes of Nokia’s goodwill
impairment testing, is the smallest group of assets generating cash
inflows that are largely independent of the cash inflows from other
assets or groups of assets. The carrying value of a cash-generating
unit includes its share of relevant corporate assets allocated to it on
a reasonable and consistent basis. When the composition of one or
more groups of cash-generating units to which goodwill has been
allocated is changed, the goodwill is reallocated based on the relative
fair value of the affected groups of cash-generating units.
Nokia conducts its impairment testing by determining the recoverable
amount for an asset, a cash-generating unit or groups of cash-generating
units. The recoverable amount of an asset, a cash-generating unit or
groups of cash-generating units is the higher of its fair value less costs
of disposal and its value-in-use. The recoverable amount is compared
to the asset’s, cash-generating unit’s or groups of cash-generating
units’ carrying value. If the recoverable amount for the asset, cash-
generating unit or groups of cash-generating units is less than its
carrying value, the asset is considered impaired and is written down
to its recoverable amount. Impairment losses are presented in cost
of sales, research and development expenses or selling, general and
administrative expenses in the consolidated income statement,
except for impairment losses on goodwill, which are presented in
other operating expenses.
136
154
156
NOKIA IN 2021
NOKIA IN 2021
157
137
Financial statements
Notes to consolidated financial statements
continued
Classification and measurement of financial assets
Nokia has classified its financial assets that are debt instruments
in the following three categories: financial assets measured at
amortized cost, financial assets measured at fair value through other
comprehensive income, and financial assets measured at fair value
through profit and loss. Nokia has classified its financial assets that are
equity instruments to financial assets measured at fair value through
profit and loss. The selection of the appropriate category is made
based on both Nokia’s business model for managing the financial asset
and on the contractual cash flow characteristics of the asset.
Nokia’s business model for managing financial assets is defined on a
portfolio level. The business model must be observable on a practical
level by the way the business is managed. The cash flows of financial
assets measured at amortized cost are solely payments of principal
and interest. These assets are held within a business model that has
an objective to hold assets to collect contractual cash flows. Financial
assets measured at fair value through other comprehensive income
have cash flows that are solely payments of principal and interest and
these assets are held within a business model that has an objective
that is achieved both by holding financial assets to collect contractual
cash flows and selling financial assets. Financial assets measured at fair
value through profit and loss are assets that do not fall in either of
these two categories. In addition to the classification as described
above, the accounting for financial assets is impacted if the financial
asset is part of a hedging relationship (see below the section on
Hedge accounting).
All purchases and sales of financial assets are recorded on the trade
date, that is, when Nokia commits to purchase or sell the asset.
A financial asset is derecognized when substantially all the risks
and rewards related to the financial asset have been transferred
to a third party that assumes control of the financial asset.
Non-current financial investments
Non-current financial investments include investments in unlisted
private equity shares and unlisted venture funds. As these equity and
debt investments do not fulfil the criteria of being solely payments
of principal and interest, they are classified as fair value through profit
and loss and are initially recognized and subsequently remeasured at
fair value.
Fair value is estimated using a number of methods, including, but not
limited to: quoted market rates; the current market value of similar
instruments; prices established from a recent arm’s-length financing
transaction of target companies; and analysis of market prospects and
operating performance of target companies, taking into consideration
public market comparable companies in similar industry sectors. Nokia
uses judgment in selecting the appropriate valuation methodology
as well as underlying assumptions based on existing market practice
and conditions.
Fair value adjustments, foreign exchange gains and losses as well
as realized gains and losses from the disposal of these investments
are recognized within other operating income and expenses in the
consolidated income statement.
Other non-current financial assets
Other non-current financial assets include restricted assets and
other receivables, customer and vendor financing related loan
receivables and certain other investments of a long-term nature.
Restricted assets and other receivables include restricted bank
deposits primarily related to employee benefits as well as other loan
receivables. These assets are initially measured at fair value and in
subsequent periods at amortized cost using the effective interest
method. Interest calculated using the effective interest method as well
as foreign exchange gains and losses are recognized in financial income
and expenses in the consolidated income statement. For these assets,
a loss allowance is calculated on a quarterly basis based on a review of
collectability and available collateral, recorded as an adjustment to the
carrying amount of the investment and recognized in other financial
expenses in the consolidated income statement.
Customer- and vendor-related loan receivables are managed in a
portfolio with a business model of holding investments to collect
principal and interest as well as selling investments. They are initially
recognized and subsequently remeasured at fair value determined
using the discounted cash flow method. The changes in fair value
are recognized in fair value reserve in other comprehensive income.
Interest calculated using the effective interest method as well as
foreign exchange gains and losses are recognized in financial income
and expenses in the consolidated income statement. Estimated credit
loss is typically based on 12-month expected credit loss for existing
loans and estimated additional draw-downs during that period; refer
to Impairments section for further detail. Loss allowance is calculated
on a quarterly basis based on a review of collectability and available
collateral, and recorded in other financial expenses in the consolidated
income statement reducing fair value loss recorded in other
comprehensive income. In case a receivable is sold, the impact of
expected credit loss is reversed, and the full gain or loss incurred
for the sale is recorded in financial income and expenses in the
consolidated income statement.
The cash flows of other investments of a long-term nature do not
fulfill the criteria of being solely payments of principal and interest.
These investments are initially recognized and subsequently
remeasured at fair value using quoted market rates, discounted
cash flow models or other appropriate valuation methods as of
the reporting date. Fair value adjustments, foreign exchange gains
and losses as well as realized gains and losses from the disposal of
these investments are mainly recognized within financial income
and expenses in the consolidated income statement.
Other current financial assets
Other current financial assets include current part of other non-current
financial assets and short-term loan receivables as well as derivative
assets that are discussed separately in the Derivative financial
instruments section below.
Short-term loan receivables are initially measured at fair value and in
subsequent periods measured at amortized cost using the effective
interest method. Interest calculated using the effective interest
method as well as foreign exchange gains and losses are recognized
in financial income and expenses in the consolidated income
statement. For these loans, a loss allowance is calculated on a
quarterly basis based on a review of collectability and available
collateral, recorded as an adjustment to the carrying amount of
the investment and recognized in other financial expenses in the
consolidated income statement.
Trade receivables
Trade receivables arise from contracts with customers and represent
an unconditional right to receive the consideration and only the
passage of time is required before the consideration is received.
Nokia sells trade receivables to various financial institutions without
recourse in the normal course of business, in order to manage credit
risk and working capital cycle, and the business model for managing
trade receivables is holding receivables to collect contractual cash flows
and selling receivables. Trade receivables are initially recognized
and subsequently remeasured at fair value, determined using the
discounted cash flow method. The changes in fair value are recognized
in fair value reserve in other comprehensive income. If trade
receivables are sold, the difference between the carrying amount
derecognized and the consideration received is recognized in financial
expenses in the consolidated income statement.
Current financial investments
Nokia invests a portion of the corporate cash needed to cover the
projected cash outflows of its ongoing business operations in highly
liquid, interest-bearing investments. Current financial investments
may include investments measured at amortized cost and investments
measured at fair value through profit and loss.
Corporate cash investments in bank deposits used as collateral for
derivative transactions are initially measured at fair value and in
subsequent periods measured at amortized cost using the effective
interest method. Interest calculated using the effective interest
method as well as foreign exchange gains and losses are recognized in
financial income and expenses in the consolidated income statement.
Corporate cash investments in bank deposits, as well as fixed income
and money market securities with initial maturity or put feature longer
than three months that have characteristics of solely payments of
principal and interest and are not part of structured investments,
are managed in a portfolio with a business model of holding
investments to collect principal and interest, and are initially measured
at fair value and in subsequent periods measured at amortized cost
using the effective interest method. These investments are executed
with the main purpose of collecting contractual cash flows and
principal repayments. However, investments are sold from time to
time for liquidity management and market risk mitigation purposes.
For these investments interest calculated using the effective interest
method, as well as foreign exchange gains and losses, are recognized
in financial income and expenses in the consolidated income
statement. When an investment is disposed of, the difference between
the carrying amount derecognized and the consideration received
is recognized in financial income and expenses in the consolidated
income statement. The FIFO method is used to determine the cost
basis of fixed income securities being disposed of.
Due to the high credit quality of Nokia’s investment portfolio, the
estimated credit loss is normally based on 12-month expected credit
loss. Loss allowance is calculated on a quarterly basis, recorded as an
adjustment to the carrying amount of the investment and recognized
in other financial expenses in the consolidated income statement.
Corporate cash investments may also include money market funds
that do not qualify as cash equivalents, investments acquired for
trading purposes, investment structures consisting of securities traded
in combination with derivatives with complementing and typically
offsetting risk factors and other investments that have cash flows
not being solely payments of principal and interest. These investments
are executed with the purpose of collecting contractual cash flows
and principal repayments as well as for capital appreciation and can
be sold at any time.
These investments are initially recognized and subsequently
remeasured at fair value determined using quoted market rates,
discounted cash flow models or other appropriate valuation methods
as of the reporting date. Fair value adjustments, foreign exchange
gains and losses and realized gains and losses are recognized in
financial income and expenses in the consolidated income statement.
Cash and cash equivalents
Cash and cash equivalents include cash at bank and in hand as well
as highly liquid, fixed income and money market investments that
are readily convertible to known amounts of cash with maturities at
acquisition of three months or less, as well as bank deposits with
maturities or contractual call periods at acquisition of three months
or less. Due to the high credit quality and short-term nature of
these investments, there is an insignificant risk of change in value.
Investments in money market funds that have a risk profile consistent
with the aforementioned criteria are also classified as cash equivalents.
Investments that have cash flows that are solely payments of principal
and interest are measured at amortized cost. All other investments
are measured at fair value through profit and loss.
Classification and measurement of financial liabilities
Nokia has classified its financial liabilities in the following categories:
financial liabilities measured at amortized cost and financial liabilities
measured at fair value through profit and loss. Nokia classifies
derivative liabilities as well as the conditional obligation related to Nokia
Shanghai Bell at fair value through profit and loss and all other financial
liabilities at amortized cost.
All financial liabilities are initially recognized at fair value and, in case of
borrowings and payables, net of transaction costs. Financial liabilities
are derecognized when the related obligation is discharged or cancelled
or expired. Additionally, a substantial modification of the terms of an
existing financial liability is accounted for as a derecognition of the
original financial liability and the recognition of a new financial liability.
On derecognition of a financial liability, the difference between the
carrying amount extinguished and the consideration paid is recognized
in interest expenses in the consolidated income statement.
Interest-bearing liabilities
Long-term interest-bearing liabilities are measured at amortized cost
using the effective interest method. Short-term interest-bearing
liabilities, including the current part of long-term interest-bearing
liabilities and collaterals for derivative transactions, are measured
at amortized cost using the effective interest method.
Transaction costs, interest calculated using the effective interest
method as well as foreign exchange gains and losses are recognized in
financial income and expenses in the consolidated income statement.
138
158
NOKIA IN 2021
NOKIA IN 2021
159
139
Financial statements
Notes to consolidated financial statements
continued
Other financial liabilities
Other financial liabilities mainly include a conditional obligation to
China Huaxin as part of the Nokia Shanghai Bell definitive agreements
where China Huaxin obtained the right to fully transfer its ownership
interest in Nokia Shanghai Bell to Nokia in exchange for a future cash
settlement. The financial liability related to the conditional obligation
is measured based on the expected future cash settlement with any
changes recorded in financial income and expenses in the consolidated
income statement.
Other financial liabilities also include derivative liabilities that are
discussed separately in the Derivative financial instruments
section below.
Trade payables
Trade payables are carried at invoiced amount, which is considered
to be equal to the fair value due to the short-term nature of Nokia’s
trade payables.
Impairments of financial assets
Impairment requirements apply to the recognition of a loss allowance
for expected credit losses (ECL) on financial assets measured at
amortized cost, financial assets measured at fair value through other
comprehensive income, financial guarantee contracts and loan
commitments. Nokia continuously assesses its financial instruments
on a forward-looking basis and accounts for the changes in ECL on
a quarterly basis using the following method:
ECL = PD x LGD x EAD
Probability of Default (PD) is estimated separately for the
centralized investment portfolio and non-centralized investments.
The estimate is based on the credit rating profile of these
investments as well as specific local circumstances as applicable,
unless there are specific events that would indicate that the credit
rating would not be an appropriate basis for estimating credit risk
at the reporting date.
For Loss Given Default (LGD), the recovery rate is also estimated
separately for centralized investment portfolios and non-centralized
investments and is based on the type of investment, specific local
circumstances as applicable as well as related collateral
arrangements, if any.
Exposure at Default (EAD) is normally the nominal value of the
investment or financial guarantee. For loan commitments, EAD is
based on estimated draw-down amounts for the next 12 months.
All Nokia’s current investments at amortized cost and fair value
through other comprehensive income are considered to have low credit
risk, and the loss allowance recognized during the period is therefore
limited to 12 months’ expected losses. Financial instruments that are
rated as investment grade are considered to have low credit risk for
the purposes of this assessment.
For other non-current financial assets, loans, loan commitments and
financial guarantees extended to third parties, the ECL is calculated
separately for each significant counterparty using the method
described above, including the impact of any collateral arrangements
or other credit enhancements to LGD. The estimate is based on
12-month ECL unless there has been a significant increase in credit
risk for the specific counterparty since the initial recognition, in which
case lifetime ECL is estimated. Breaches of contract, credit rating
downgrades and other credit measures are typical indicators that Nokia
takes into consideration when assessing whether the credit risk on a
financial instrument has increased significantly since initial recognition.
For trade receivables and contract assets, an expected credit loss
allowance is calculated and provided for each customer using the
model described above where the key considerations include the
credit rating of the customer and the aging of the related balances. A
simplified approach is applied where the allowance is determined at an
amount equal to the lifetime expected credit losses for each customer.
The change in the amount of loss allowance for ECL for trade
receivables and contract assets is recognized in other operating
expenses and for other financial assets in financial expenses in the
consolidated income statement. For assets carried at amortized cost,
the loss allowance is recorded as an adjustment to the carrying
amount. For assets carried at fair value through other comprehensive
income, the loss allowance is recorded as an adjustment in other
comprehensive income instead of adjusting the carrying amount
that has already been recorded at fair value. For financial guarantee
contracts, the loss allowance is recognized as another liability in the
statement of financial position.
Derivative financial instruments
All derivatives are recognized initially at fair value on the date a
derivative contract is entered into and subsequently remeasured at
fair value. The method of recognizing the resulting gain or loss varies
according to whether the derivatives are designated and qualify under
hedge accounting.
The cash flows of a hedge are classified as cash flows from operating
activities in the consolidated statement of cash flows in case the
underlying hedged items relate to Nokia’s operating activities. When
a derivative contract is accounted for as a hedge of an identifiable
position relating to financing or investing activities, the cash flows of
the contract are classified in the same way as the cash flows of the
position being hedged. Certain derivatives are hedging the foreign
exchange risk of Nokia’s cash position and their cash flows are included
in cash flows from investing activities in the consolidated statement
of cash flows.
Derivatives not designated in hedge accounting relationships
carried at fair value through profit and loss
Foreign exchange forward contracts are valued at market-forward
exchange rates. Changes in fair value are measured by comparing
these rates with the original contract-forward rate. Currency options
are valued as of each reporting date by using the Garman & Kohlhagen
option valuation model. Changes in fair value are recognized in the
consolidated income statement.
Fair values of forward rate agreements, interest rate options,
futures contracts and exchange-traded options are calculated based
on quoted market rates as of each reporting date. The discounted
cash flow method is used to value interest rate and cross-currency
swaps. Changes in fair value are recognized in the consolidated
income statement.
For derivatives not designated under hedge accounting but hedging
identifiable forecast exposures such as anticipated foreign currency
denominated sales and purchases, the gains and losses are recognized
in other operating income or expenses in the consolidated income
statement. The gains and losses on all other derivatives not designated
under hedge accounting are recognized in financial income and
expenses in the consolidated income statement.
Embedded derivatives included in contracts are identified and
monitored by Nokia. For host contracts that are not financial assets
containing embedded derivatives that are not closely related, the
embedded derivatives are separated and measured at fair value as of
each reporting date with changes in fair value recognized in financial
income and expenses in the consolidated income statement. For host
contracts that are financial assets containing embedded derivatives,
the whole contract is measured at fair value as of each reporting date
with changes in fair value recognized in financial income and expenses
in the consolidated income statement.
Hedge accounting
Nokia applies hedge accounting on certain foreign exchange forward
contracts, options or option strategies, and interest rate derivatives.
Qualifying options and option strategies have zero net premium, or
a net premium paid. For option structures, the critical terms of the
purchased and written options are the same and the notional amount
of the written option component is not greater than that of the
purchased option.
In the fair valuation of foreign exchange forward contracts, Nokia
separates the spot element and the forward element including the
impact of foreign currency basis spread and forward points, which is
considered as the cost of hedging for foreign exchange forward
contracts. In the fair valuation of foreign exchange option contracts,
Nokia separates the intrinsic value and time value, which is considered
as the cost of hedging for foreign exchange option contracts. In the
fair valuation of cross-currency swaps, Nokia separates the foreign
currency basis spread that is considered as the cost of hedging for
cross-currency swaps.
Cash flow hedges: hedging of forecast foreign currency
denominated sales and purchases
Nokia applies cash flow hedge accounting primarily to forecast business
foreign exchange exposure that arises from highly probable forecast
operative business transactions. The risk management strategy is to
hedge material net exposures (identified standard sales exposure
minus identified standard costs exposure) by using foreign exchange
forwards and foreign exchange options in a layered hedging style that
follows defined hedging level ranges and hedge maturities in quarterly
time buckets. The hedged item must be highly probable and present
an exposure to variations in cash flows that could ultimately affect
profit or loss.
Nokia only designates the spot element of the foreign exchange
forward contract as the hedging instrument. Currency options, or
option strategies, may also be used for cash flow hedging, in which
case the intrinsic value of the option is designated as the hedging
instrument. Hedge effectiveness is assessed at inception and quarterly
during the hedge relationship to ensure that an economic relationship
exists. As Nokia only enters in hedge relationships where the
critical terms match, the assessment of effectiveness is done on
a qualitative basis.
For qualifying foreign exchange forwards and foreign exchange options,
the change in fair value that reflects the change in spot exchange
rates on a discounted basis is recognized in hedging reserve in other
comprehensive income. The changes in the forward element of the
foreign exchange forwards and the time value of the options that
relate to hedged items are deferred in the cost of hedging reserve
in other comprehensive income and are subsequently accounted for
in the same way as the spot element or intrinsic value.
In each quarter, Nokia evaluates whether the forecast sales and
purchases are still expected to occur. If a portion of the hedged cash
flow is no longer expected to occur, all related deferred gains or losses
are derecognized from other comprehensive income and recognized
in other operating income and expenses in the consolidated income
statement as hedge accounting criteria is no longer met. If the hedged
cash flow ceases to be highly probable, but is still expected to occur,
accumulated gains and losses remain in other comprehensive income
until the hedged cash flow affects profit or loss.
Nokia’s risk management objective is to hedge forecast cash flows until
the related revenue has been recognized. Each hedge relationship is
discontinued during the quarter when the hedge matures, which is also
the quarter that it has been designated to hedge. At this point, the
accumulated profit or loss of cash flow hedges is recycled to other
operating income and expenses in the consolidated income statement.
In case the forecast amount of revenue is not recognized during
a quarter, the full accumulated profit or loss of cash flow hedges
designated for said quarter is still recycled and the portion related
to forecast revenue that was not recognized is disclosed as
hedge ineffectiveness.
As cash flow hedges primarily mature in the same quarter as the
hedged item, there is no significant ineffectiveness resulting from time
value of money. Nokia will validate the magnitude of the impact of
discounting related to the amount of profit or loss recognized in other
comprehensive income on a quarterly basis.
Nokia has also entered into foreign exchange forwards in relation to
forecast sales and purchases that do not qualify as highly probable
forecast transactions and hence do not satisfy the requirements for
hedge accounting. For these foreign exchange forwards, the gains
and losses are recognized in other operating income and expenses
in the consolidated income statement.
Cash flow hedges: hedging of future interest cash flows
Nokia also applies cash flow hedging to future interest cash flows in
foreign currency related to issued bonds. These future interest cash
flows are hedged with cross-currency swaps that have been bifurcated
and designated partly as fair value hedges to hedge both foreign
exchange and the interest rate benchmark risk component of the
issued bond and partly as cash flow hedges to hedge the foreign
exchange risk related to the remaining portion of interest cash flows
on the issued bond. The accumulated profit or loss for the part of
these cross-currency swaps designated as cash flow hedges is initially
recorded in hedging reserve and recycled to profit or loss at the time
when the related interest cash flows are settled. Nokia separates the
foreign currency basis spread from cross-currency swaps and excludes
it from the hedge relationship as cost of hedging that is initially
recognized and subsequently measured at fair value and recorded
in cost of hedging reserve in other comprehensive income.
140
160
NOKIA IN 2021
NOKIA IN 2021
161
141
Financial statements
Notes to consolidated financial statements
continued
Fair value hedges: hedging of foreign exchange exposure
In certain cases, mainly related to long-term construction projects,
Nokia applies fair value hedge accounting for foreign exchange risk with
the objective to reduce the exposure to fluctuations in the fair value of
firm commitments due to changes in foreign exchange rates. Changes
in the fair value of both spot and forward elements of the derivatives
designated and qualifying as fair value hedges, together with any
changes in the fair value of the hedged firm commitments attributable
to the hedged risk, are recorded in financial income and expenses in
the consolidated income statement.
Fair value hedges: hedging of interest rate exposure
Nokia applies fair value hedge accounting to reduce exposure to fair
value fluctuations of interest-bearing liabilities due to changes in
interest rates and foreign exchange rates. Nokia uses interest rate
swaps and cross-currency swaps aligned with the hedged items to
hedge interest rate risk and associated foreign exchange risk.
Nokia has entered into long-term borrowings mainly at fixed rate and
swapped a portion of them into floating rates in line with a defined
target interest profile. Nokia aims to mitigate the adverse impacts
from interest rate fluctuations by continuously managing net interest
exposure resulting from financial assets and liabilities by setting
appropriate risk management benchmarks and risk limits. The hedged
item is identified as a proportion of the outstanding loans up to the
notional amount of the swaps as appropriate to achieve the risk
management objective. Nokia enters into interest rate swaps that have
similar critical terms as the hedged item, such as reference rate, reset
dates, payment dates, maturities and notional amount and hence Nokia
expects that there will be no significant ineffectiveness. Nokia has not
entered into interest rate swaps where it would be paying fixed rate.
Nokia’s borrowings are carried at amortized cost. Changes in the fair
value of derivatives designated and qualifying as fair value hedges,
together with any changes in the fair value of hedged liabilities
attributable to the hedged risk, are recorded in financial income and
expenses in the consolidated income statement. Nokia separates the
foreign currency basis spread from cross-currency swaps and excludes
it from the hedged risk as cost of hedging that is initially recognized
and subsequently measured at fair value and recorded in cost of
hedging reserve in other comprehensive income. If a hedge relationship
no longer meets the criteria for hedge accounting, hedge accounting
ceases, cost of hedging recorded in cost of hedging reserve is
immediately expensed and any fair value adjustments made to the
carrying amount of the hedged item while the hedge was effective are
recognized in financial income and expenses in the consolidated
income statement based on the effective interest method.
Hedges of net investments in foreign operations
Nokia applies hedge accounting for its foreign currency hedging of
selected net investments. Hedged item can be an amount of net assets
equal to or less than the carrying amount of the net assets of the
foreign operation in Nokia consolidated financial statements. The risk
management strategy is to protect the euro counter value of the
portion of this exposure expected to materialize as non-euro cash
repatriation in the foreseeable future.
Nokia only designates the spot element of the foreign exchange
forward contract as the hedging instrument. Currency options, or
option strategies, may also be used for net investment hedging,
in which case the intrinsic value of the option is designated as the
hedging instrument. Hedge effectiveness is assessed at inception
and quarterly during the hedge relationship to ensure that an
economic relationship exists. As Nokia only enters in hedge
relationships where the critical terms match, the assessment of
effectiveness is done on a qualitative basis with no significant
ineffectiveness expected.
For qualifying foreign exchange forwards, foreign exchange options and
option strategies, the change in fair value that reflects the change in
spot exchange rates is recognized in translation differences within
consolidated shareholders’ equity. The changes in the forward element
of foreign exchange forwards as well as the changes in the time value
of options (collectively known as the “cost of hedging”) is recognized
in cost of hedging reserve in other comprehensive income. The cost
of hedging at the date of designation of the foreign exchange forward
or option contract as a hedging instrument is amortized to financial
income and expenses in the consolidated income statement over the
duration of the contract. Hence, in each reporting period, the change in
fair value of forward element of the foreign exchange forward contract
or the time value of the option contract is recorded in cost of hedging
reserve, while the amortization amount is reclassified from cost of
hedging reserve to profit or loss.
Accumulated changes in fair value from qualifying hedges are
derecognized from translation differences within consolidated
shareholders’ equity on the disposal of all or part of a foreign
subsidiary by sale, liquidation, repayment of share capital or
abandonment. The cumulative amount or proportionate share of
changes in the fair value of qualifying hedges deferred in translation
differences is recognized as income or expense on disposal.
Provisions
Provision is recognized when Nokia has a present legal or constructive
obligation as a result of past events, it is probable that an outflow
of resources will be required to settle the obligation and a reliable
estimate of the amount can be made. Management judgment may
be required in determining whether it is probable that an outflow
of economic benefits will be required to settle the obligation. The
amount recognized as a provision is based on the best estimate of
unavoidable costs required to settle the obligation at the end of the
reporting period.
When estimating the amount of unavoidable costs, management
may be required to consider a range of possible outcomes and their
associated probabilities, risks and uncertainties surrounding the events
and circumstances as well as making assumptions of the timing of
payment. Changes in estimates of timing or amounts of costs required
to settle the obligation may become necessary as time passes and/or
more accurate information becomes available. Nokia assesses the
adequacy of its existing provisions and adjusts the amounts as
necessary based on actual experience and changes in facts and
circumstances as of each reporting date. For descriptions of different
classes of provisions, refer to Note 27, Provisions.
Contingent liabilities
Nokia discloses ongoing legal matters that relate to possible
obligations whose existence will be confirmed by the occurrence or
non-occurrence of one or more uncertain future events not wholly
within the control of Nokia. These matters are assessed continually
to determine whether an outflow of resources embodying economic
benefits has become probable so as to recognize a provision.
Treasury shares
Nokia recognizes its own equity instruments that are acquired (treasury
shares) as a reduction of equity at cost of acquisition. When cancelled
or reissued, the acquisition cost of treasury shares is recognized
in retained earnings or other distributable reserves of the equity.
Dividend and equity repayment
Nokia pays dividend and/or makes equity repayments to its
shareholders in quarterly instalments. Each quarterly distribution
is resolved by the Board of Directors separately in accordance with
the authorization granted by the Annual General Meeting. Dividends
and/or equity repayments are recognized in the consolidated
financial statements when the Board of Directors has resolved
on the quarterly payment.
3. New and amended standards and
interpretations
On 1 January 2021, Nokia adopted the following amendments to the
accounting standards issued by the IASB and endorsed by the EU:
Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4 and IFRS 16:
Interest Rate Benchmark Reform – Phase 2.
The amendments had no material impact on Nokia’s consolidated
financial statements.
Nokia has not early adopted any new and amended standards and
interpretations that have been issued but are not yet effective. The
new and amended standards and interpretations issued by the IASB
that are effective in future periods are not expected to have a material
impact on the consolidated financial statements of Nokia when
adopted. Nokia intends to adopt these new and amended standards
and interpretations, if applicable, when they become effective and are
endorsed by the EU.
4. Use of estimates and critical accounting
judgments
The preparation of financial statements requires use of management
judgment in selecting and applying accounting policies as well as
making estimates and assumptions about the future. These judgments,
estimates and assumptions may have a significant effect on the
amounts recognized in the financial statements.
The estimates and assumptions used in determining the carrying
amounts of assets and liabilities are based on historical experience,
expected outcomes and various other factors that were available when
these consolidated financial statements were prepared, and they are
believed to be reasonable under the circumstances. The estimates
and assumptions are reviewed continually and revised if changes
in circumstances occur, or as a result of new information or more
experience. As estimates and assumptions inherently contain a
varying degree of uncertainty, actual outcomes may differ resulting
in adjustments to the carrying amounts of assets and liabilities in the
subsequent periods.
The accounting matters presented in this note are determined to
involve the most difficult, subjective or complex judgments, or are
considered as key sources of estimation uncertainty.
142
162
NOKIA IN 2021
NOKIA IN 2021
163
143
Financial statements
Segment descriptions
Mobile Networks
The Mobile Networks segment offers technologies for Radio Access
Networks (RAN) as well as Microwave Radio Links (MWR) for transport
networks. RAN includes 3GPP radio technologies ranging from 2G/GSM
to 5G/NR in licensed and unlicensed spectrum for both macro and small
cell deployments. In addition to RAN and MWR products, the Mobile
Networks segment provides associated network management solutions
as well as network planning, network optimization, network deployment
and technical support services.
Nokia Technologies
The Nokia Technologies segment, building on decades of innovation
and R&D leadership in technologies used in virtually all mobile devices
used today, is expanding the Nokia patent licensing business,
reintroducing the Nokia brand to smartphones through brand licensing,
and establishing a technology licensing business. The majority of
net sales and related costs and expenses attributable to licensing
and patenting the patent portfolio of Nokia is recorded in Nokia
Technologies, while each segment separately records its own research
and development expenses.
Nokia also provides segment-level information for Group Common and
Other. Group Common and Other includes Radio Frequency Systems
which is managed as a separate entity. In addition, Group Common and
Other includes certain corporate-level and centrally managed operating
expenses, as well as fair value gains and losses on investments in
unlisted venture funds, including investments managed by NGP Capital.
Network Infrastructure
The Network Infrastructure segment serves communication service
providers, enterprises, webscales and public sector customers.
It comprises the following business divisions: (i) IP Networks, which
provides IP networks and services for residential, mobile, enterprise
and cloud applications; (ii) Optical Networks, which provides optical
transport networks for metro, regional, longhaul and ultra-longhaul
applications; (iii) Fixed Networks, which provides fiber, fixed wireless
access, and copper technologies; and (iv) Submarine Networks,
which offers undersea cable transmission.
Cloud and Network Services
The Cloud and Network Services segment is built around software and
the cloud and is focused on driving leadership in cloud-native software
and as-a-service delivery models, as demand for critical networks
accelerates; and with strong market positions in communications
software, private wireless networks, and cognitive (or intelligent)
services. The Cloud and Network Services portfolio encompasses core
network solutions, including both voice and packet core; business
applications covering areas like security and digital operations; cloud
and cognitive services; and enterprise solutions covering private
wireless and industrial automation.
Notes to consolidated financial statements
continued
Pension and other post-employment benefit obligations
and expenses
Key source of estimation uncertainty
The determination of pension and other post-employment benefit
obligations and expenses for defined benefit plans is dependent on
a number of estimates and assumptions, including the discount rate,
future mortality rate, annual rate of increase in future compensation
levels, and healthcare costs trend rates and usage of services in the
United States where the majority of our post-employment healthcare
plans are maintained. Changes in assumptions and actuarial estimates
may materially affect the benefit obligation, future expense and
future cash flow. Based on these estimates and assumptions,
as of 31 December 2021, defined benefit obligations amount to
EUR 22 704 million (EUR 23 501 million in 2020) and the fair value
of plan assets amounts to EUR 27 128 million (EUR 25 688 million
in 2020).
Critical accounting judgment
Where a surplus on a defined benefit scheme arises, Nokia analyzes
the recoverability of the surplus through either a refund or through
reduction of future contributions in determining whether it is
necessary to restrict the amount of the surplus that is recognized.
Nokia has two plans in the US, one plan in the UK and one in Belgium
with material surplus positions with a combined surplus of EUR 7 718
million as of 31 December 2021 (EUR 6 147 million in 2020). In 2021,
Nokia modified the terms of all pension plans in the US after which it
has made the judgment that all plans with material surplus positions
meet the requirements of recoverability. The remaining pension plans
for which Nokia has determined that the surplus assets are not
recoverable are considered to be not material. The resulting asset
ceiling limitation is recorded at EUR 92 million as of 31 December 2021
(EUR 1 195 million in 2020).
Nokia continues to assess the realizability of deferred tax assets
including in particular its actual profit record and may re-recognize
deferred tax assets related to Finland where a clear pattern of tax
profitability can be established.
Refer to Note 11, Income taxes, for further information on
income taxes.
5. Segment information
Nokia has four operating and reportable segments for the financial
reporting purposes: (1) Mobile Networks, (2) Network Infrastructure,
(3) Cloud and Network Services and (4) Nokia Technologies.
In addition, Nokia provides net sales disclosure for the following
business divisions within the Network Infrastructure segment:
(i) IP Networks, (ii) Optical networks, (iii) Fixed Networks and
(iv) Submarine Networks.
Nokia adopted its current operational and reporting structure on
1 January 2021. The reporting structure was revised to reflect Nokia’s
new strategy and operational model and is aligned with the way the
management evaluates the operational performance of Nokia and
allocates resources. Previously Nokia had three reportable segments:
(1) Networks, (2) Nokia Software and (3) Nokia Technologies.
Furthermore, Networks reportable segment consisted of four
aggregated operating segments: (1) Mobile Networks, (2) Global
Services, (3) Fixed Networks and (4) IP/Optical Networks. The most
significant changes to the operational and reporting structure are
the reclassifications of the following product areas:
Network management was reclassified from Nokia Software to
Mobile Networks
Submarine Networks was reclassified from Group Common and
Other to Network Infrastructure
Refer to Note 25, Pensions and other post-employment benefits.
Packet Core was reclassified from IP/Optical Networks to Cloud
Income taxes
Critical accounting judgment
Nokia uses judgment in determining the extent to which deferred tax
assets can be recognized. The recognition of deferred tax assets is
based on the assessment of whether it is probable that sufficient
taxable profit will be available in the future to utilize the deductible
temporary differences, unused tax losses and unused tax credits
before the unused tax losses and unused tax credits expire. This
assessment requires estimates of the future financial performance
of a particular legal entity or a tax group that has recognized the
deferred tax asset.
As of 31 December 2021, Nokia has EUR 33 222 million (EUR 33 620 million
in 2020) of temporary differences, tax losses carry forward and tax
credits for which no deferred tax assets are recognized due to
uncertainty of utilization. The majority of these unrecognized deferred
tax assets relate to France and Finland. As it relates to Finland, in 2020
Nokia derecognized EUR 2 918 million of deferred tax assets based
on the assessment that was done primarily based on the historical
performance. At 31 December 2021, Nokia continues to conclude that
it is not probable that it will be able to utilize the deferred tax assets
in Finland in the foreseeable future. This conclusion is based on the
weighting of objective negative evidence against more subjective
positive evidence. The primary factors in this weighting were the more
objective record of a pattern of financial performance compared to the
more inherently subjective expectations regarding future financial
performance in Finland.
and Network Services
Managed Services, Network Cognitive Services and Enterprise
Solution Services were reclassified from Global Services to Cloud
and Network Services
Digital Automation and Analytics & IoT was reclassified from Group
Common and Other to Cloud and Network Services
Segment information for 2020 and 2019 has been recast for
comparability purposes according to the new operating and
reporting structure.
The President and CEO is the chief operating decision-maker
monitoring the operating results of segments for the purpose of
assessing performance and making decisions about resource allocation.
Key financial performance measures of the segments comprise
primarily net sales and segment operating profit. The evaluation of
segment performance and allocation of resources is primarily based on
segment operating profit which the management believes is the most
relevant measure for this purpose. Segment operating profit excludes
acquired intangible asset amortization and other purchase price fair
value adjustments, goodwill impairments, restructuring related charges
and certain other items of income and expenses that may not be
indicative of the business operating results.
Accounting policies of the segments are the same as those described
in Note 2, Significant accounting policies, except that certain above-
mentioned items of income and expenses are not allocated to the
segments. Inter-segment revenues and transfers are accounted for as
if the revenues were to third parties, that is, at current market prices.
144
164
NOKIA IN 2021
NOKIA IN 2021
165
145
Financial statements
Notes to consolidated financial statements
continued
Segment information
Material reconciling items between total segment operating profit and operating profit for the Group
EURm
2021
Net sales to external customers
Net sales to other segments
Operating profit/(loss)
Share of results of associated companies
and joint ventures
Financial income and expenses
Profit before tax
Other segment items
Depreciation and amortization
2020
Net sales to external customers
Net sales to other segments
Operating profit/(loss)
Share of results of associated companies
and joint ventures
Financial income and expenses
Profit before tax
Other segment items
Depreciation and amortization
2019
Net sales to external customers
Net sales to other segments
Operating profit/(loss)
Share of results of associated companies
and joint ventures
Financial income and expenses
Profit before tax
Other segment items
Depreciation and amortization
Mobile
Networks
Network
Infrastructure(1)
Cloud and
Network Services
Nokia
Technologies
Group Common
and Other
Eliminations
and
unallocated
items(2)
Nokia
Group
9 711
6
765
7 673
1
784
3 088
1
166
1 490
12
1 185
240
17
(125)
–
(37)
(617)
22 202
–
2 158
6
(1)
6
(2)
–
9
(241)
1 926
(338)
(208)
(95)
(33)
(30)
(391)
(1 095)
10 394
4
819
6 735
1
457
3 086
1
(67)
1 389
13
1 123
250
19
(251)
(2)
(38)
(1 196)
21 852
–
885
22
(1)
5
1
(5)
22
(164)
743
(347)
(200)
(114)
(39)
(25)
(407)
(1 132)
11 325
2
384
6 902
1
562
3 327
–
136
1 473
14
1 200
317
54
(279)
(29)
(71)
(1 518)
23 315
–
485
EURm
Total segment operating profit
Amortization of acquired intangible assets
Restructuring and associated charges
Settlement of legal disputes
Gain on sale of fixed assets
Impairment and write-off of assets, net of reversals
Change in provisions related to past acquisitions
Fair value changes of legacy IPR fund
Gain on defined benefit plan amendment
Transaction and related costs, including integration costs
Product portfolio strategy costs
Operating model integration
Other
Operating profit for the Group
Information by geographies and customer concentration
Net sales to external customers by country
EURm
Finland(1)
United States
Japan
India
Other
Total
2021
2 775
(391)
(263)
80
53
(45)
(26)
(23)
–
–
–
–
(2)
2 158
2020
2 081
(407)
(651)
–
–
(241)
–
–
90
11
–
–
2
885
2021
1 605
6 791
1 030
1 022
11 754
22 202
Net sales(1)
2020
1 480
6 792
904
945
11 731
21 852
2019
2 003
(924)
(502)
–
–
(29)
–
–
168
(48)
(163)
(12)
(8)
485
2019
1 552
6 645
977
1 350
12 791
23 315
(1) Net sales to external customers by country are based on the location of the customer, except for Nokia Technologies IPR and licensing net sales which are allocated to Finland. In 2021, Nokia
aligned how it externally reports financial information on a geographical basis with its internal reporting structure. As a result, a portion of net sales has been reallocated between countries.
The comparative information for 2020 and 2019 has been recast accordingly.
9
(1)
4
–
–
12
(341)
156
Major customers
As is typical for our industry, Nokia’s net sales are largely driven by multi-year customer agreements with limited amount of significant customers.
Net sales from Nokia’s largest customer were 11% (11% in 2020 and less than 10% in 2019) of net sales to external customers. Net sales from
the largest customer were reported by Mobile Networks, Networks Infrastructure, Cloud and Network Services as well as Group Common and Other.
(1) Includes IP Networks net sales of EUR 2 679 million (EUR 2 585 million in 2020 and EUR 2 700 million in 2019), Optical Networks net sales of EUR 1 708 million (EUR 1 695 million in 2020 and
EUR 1 752 million in 2019), Fixed Networks net sales of EUR 2 358 million (EUR 1 759 million in 2020 and EUR 1 881 million in 2019) and Submarine Networks net sales of EUR 929 million
(EUR 697 million in 2020 and EUR 570 million in 2019).
(2) Unallocated items comprise costs related to the acquired intangible asset amortization and other purchase price fair value adjustments, goodwill impairments, restructuring related charges
and certain other items.
(228)
(129)
(66)
(33)
(280)
(924)
(1 660)
Non-current assets by country
EURm
Finland
United States
France
Other
Total
(1) Consists of goodwill and intangible assets, property, plant and equipment and right-of-use assets.
Non-current assets(1)
2021
1 348
5 083
2 029
1 399
9 859
2020
1 382
4 843
1 857
1 533
9 615
146
166
NOKIA IN 2021
NOKIA IN 2021
167
147
Financial statements
Notes to consolidated financial statements
continued
6. Revenue recognition
Management has determined that Nokia’s geographic areas depict how the nature, amount, timing and uncertainty of revenue and cash flows
are affected by economic factors. Nokia’s primary customer base consists of companies that operate on a country-specific or a regional basis.
Although Nokia’s technology cycle is similar around the world, different countries and regions are inherently in a different stage of that cycle,
often influenced by macroeconomic conditions specific to those countries and regions.
Each reportable segment, as described in Note 5, Segment information, consists of customers that operate in all geographic areas. No reportable
segment has a specific revenue concentration in any geographic area other than Nokia Technologies, which is included within Europe.
Net sales to external customers by region(1)
EURm
Asia Pacific
Europe
Greater China
India
Latin America
Middle East & Africa
North America
Total
2021
2 562
6 635
1 545
1 039
1 226
1 915
7 280
22 202
2020
2 742
6 427
1 510
954
1 070
1 981
7 168
21 852
2019
3 070
6 438
1 970
1 359
1 517
1 977
6 984
23 315
(1) Net sales to external customers by region are based on the location of the customer, except for Nokia Technologies IPR and licensing net sales which are allocated to Europe. In 2021, Nokia
aligned the way it externally reports financial information on a regional basis with its internal reporting structure. As a result, India which was earlier presented as part of the Asia Pacific region
is now presented as a separate region. In addition, certain countries are now presented as part of a different region. The comparative net sales to external customers by region for 2020 and
2019 have been recast accordingly.
Contract assets and contract liabilities
Contract asset balances decrease upon reclassification to trade receivables when Nokia’s right to payment becomes unconditional. Contract
liability balances decrease when Nokia satisfies the related performance obligations and revenue is recognized. There were no material cumulative
adjustments to revenue recognized arising from changes in transaction prices, changes in measures of progress or changes in estimated
variable consideration.
During the year, Nokia recognized EUR 1.7 billion (EUR 2.1 billion in 2020) of revenue that was included in the current contract liability balance
at the beginning of the period.
Order backlog
As of 31 December 2021, the aggregate amount of the transaction price allocated to partially or wholly unsatisfied performance obligations
arising from fixed contractual commitments amounted to EUR 20.3 billion (EUR 16.6 billion in 2020), which included the amounts related to the
completed contract disclosed below. Management has estimated that these unsatisfied performance obligations will be recognized as revenue
as follows:
Within 1 year
2-3 years
More than 3 years
Total
2021
73%
24%
3%
100%
2020
68%
31%
1%
100%
The estimated timing of the satisfaction of these performance obligations is subject to change owing to factors beyond Nokia’s control such as
customer and network demand, market conditions and, in some cases, restrictions imposed by the weather or other factors impacting project
logistics. Revenue recognized in the reporting period from performance obligations satisfied (or partially satisfied) in previous periods (for
example, due to changes in transaction price) was not material.
Completed Contracts
In April 2014, Nokia entered into an agreement to license certain technology patents and patent applications owned by Nokia on the effective
date of that agreement, on a non-exclusive basis, to a licensee, for a period of 10 years (the “License Agreement”). Contemporaneously and under
the terms of the License Agreement, Nokia issued to the licensee an option to extend the technology patent license for the remaining life of the
licensed patents. Nokia received all cash consideration due for the sale of the 10-year license and option upon closing of the License Agreement.
Management has determined that, upon transition to IFRS 15, Revenue from Contracts with Customers, the License Agreement is a completed
contract. As such, in accordance with the transition requirements of the standard, Nokia continues to apply its prior revenue accounting policies,
based on IAS 18, Revenue, and related interpretations, to the License Agreement. Under those policies, Nokia is recognizing revenue over the
term of the License Agreement.
As of 31 December 2021, the balance of deferred revenue related to the License Agreement of EUR 360 million (EUR 515 million in 2020),
recognized in deferred revenue in the consolidated statement of financial position, is expected to be recognized as revenue through 2024.
7. Expenses by nature
EURm
Personnel expenses
Cost of material
Project subcontracting and other customer contract expenses
Depreciation and amortization
IT services
Impairment charges
Other(1)
Total operating expenses(1)
2021
7 541
6 320
4 225
1 095
230
39
1 037
20 487
2020
7 310
6 016
4 887
1 132
343
241
1 164
21 093
2019
7 360
8 148
4 003
1 660
362
38
1 432
23 003
(1) In 2021 Nokia changed the presentation of certain items within other operating income and expenses, impacting the total operating expense amount. The comparative amounts for 2020 and
2019 have been recast accordingly. For more information, refer to Note 2, Significant accounting policies.
Operating expenses include government grant income and R&D tax credits of EUR 111 million (EUR 98 million in 2020 and EUR 83 million in 2019)
most of which have been recognized in the consolidated income statement as a deduction against research and development expenses.
Restructuring charges by function(1):
EURm
Cost of sales
Research and development expenses
Selling, general and administrative expenses
Total restructuring charges
(1) Restructuring charges include defined benefit plan curtailment income and expenses.
8. Personnel expenses
EURm
Salaries and wages(1)
Share-based payment expense(2)
Pension and other post-employment benefit expense, net(3)
Social security costs
Total
2021
133
73
78
284
2021
6 191
118
406
826
7 541
2020
245
189
67
501
2020
6 055
76
362
817
7 310
2019
227
105
117
449
2019
6 094
77
242
947
7 360
(1) Includes termination benefits.
(2) Presented net of related social costs.
(3) Includes net gain on pension plan amendments, curtailments and settlements of EUR 13 million (net gains of EUR 58 million in 2020 and EUR 131 million in 2019).
The average number of employees is 87 927 (92 039 in 2020 and 98 322 in 2019).
148
168
NOKIA IN 2021
NOKIA IN 2021
169
149
Financial statements
Notes to consolidated financial statements
continued
9. Other operating income and expenses
EURm
Other operating income
Gains from unlisted venture funds(1)
Settlements and resolutions of legal disputes
Profit on sale of property, plant and equipment
Subsidies and government grants
Other
Total
Other operating expenses
Changes in provisions
Foreign exchange gains/(losses) on hedging forecasted sales and purchases(1)
VAT and other indirect tax write-offs
Retirements and loss on sale of property, plant and equipment
Expected credit losses on trade receivables(1)
Goodwill impairment
Other
Total
2021
188
90
66
43
56
443
(77)
45
(21)
(20)
16
–
(56)
(113)
2020
61
–
3
3
59
126
(5)
5
(5)
(10)
(171)
(200)
(63)
(449)
(1) In 2021 Nokia changed the presentation of certain items within other operating income and expenses. The comparative amounts for 2020 and 2019 have been recast accordingly.
For more information, refer to Note 2, Significant accounting policies.
10. Financial income and expenses
EURm
Financial income
Interest income on financial investments(1)
Interest income on financing components of other contracts
Other financial income(2)
Total
Financial expenses
Interest expense on interest-bearing liabilities
Negative interest on financial investments(1)
Interest expense on financing components of other contracts(3)
Interest expense on lease liabilities
Net interest income/(expense) on defined benefit plans
Net fair value losses on investments at fair value through profit and loss
Net fair value gains/(losses) on hedged items under fair value hedge accounting
Net fair value (losses)/gains on hedging instruments under fair value hedge accounting
Net foreign exchange losses
Other financial expenses(4)(5)
Total
2021
21
28
(6)
43
(113)
(29)
(40)
(24)
26
–
25
(25)
(60)
(44)
(284)
2020
30
38
97
165
(127)
(9)
(83)
(25)
–
–
(122)
118
(8)
(73)
(329)
2019
50
–
18
8
97
173
(47)
(88)
–
(27)
28
–
(67)
(201)
2019
35
42
92
169
(99)
(4)
(172)
(28)
(9)
(2)
(133)
141
(106)
(98)
(510)
(1) In 2021 Nokia changed the presentation of negative interest on financial investments within financial income and expenses. The comparative amounts for 2020 and 2019 have been recast
accordingly. For more information, refer to Note 2, Significant accounting policies.
(2) In 2021, includes an expense of EUR 33 million (in 2020 and 2019 income of EUR 79 million and EUR 64 million, respectively) due to a change in the fair value of the financial liability related
to Nokia Shanghai Bell. Refer to Note 31, Significant partly-owned subsidiaries.
(3) In 2021, includes EUR 12 million (EUR 31 million in 2020 and EUR 94 million in 2019) related to the sale of receivables.
(4) In 2021, includes an increase in loss allowance of EUR 32 million (EUR 58 million in 2020) related to loans extended to an emerging market customer.
(5) In 2019, includes an impairment of EUR 64 million related to a loan extended to a certain emerging market customer recognized upon contract exit.
11. Income taxes
Components of the income tax expense
EURm
Current tax
Deferred tax
Total
2021
(409)
137
(272)
2020
(295)
(2 961)
(3 256)
Income tax reconciliation
Reconciliation of the difference between income tax computed at the statutory rate in Finland of 20% and income tax recognized in the
consolidated income statement:
EURm
Income tax expense at statutory rate
Permanent differences
Non-creditable withholding taxes
Income taxes for prior years(1)
Effect of different tax rates of subsidiaries operating in other jurisdictions
Effect of deferred tax assets not recognized(2)
Benefit arising from previously unrecognized deferred tax assets
Net increase in uncertain tax positions
Change in income tax rates
Income taxes on undistributed earnings
Total
In 2021, relates primarily to a tax benefit related to past operating model integration.
(1)
(2) In 2020, includes a derecognition of deferred tax assets related to Finland.
2021
(385)
47
(37)
95
(57)
(77)
187
(29)
17
(33)
(272)
2020
(149)
90
(37)
26
(39)
(3 202)
105
(12)
(12)
(26)
(3 256)
2019
(367)
229
(138)
2019
(31)
53
(31)
(13)
(8)
(99)
29
(6)
(30)
(2)
(138)
Income tax liabilities and assets include a net liability of EUR 192 million liability (EUR 149 million in 2020) relating to uncertain tax positions with
inherently uncertain timing of cash outflows.
Prior period income tax returns for certain Group companies are under examination by local tax authorities. Nokia has ongoing tax investigations
in various jurisdictions, including the United States, Canada, India, Brazil, Saudi Arabia and South Korea. Nokia’s business and investments,
especially in emerging market countries, may be subject to uncertainties, including unfavorable or unpredictable tax treatment. Management
judgment and a degree of estimation are required in determining the tax expense or benefit. Even though management does not expect that
any significant additional taxes in excess of those already provided for will arise as a result of these examinations, the outcome or actual cost
of settlement may vary materially from estimates.
Deferred tax assets and liabilities
EURm
Tax losses carried forward and unused tax credits
Undistributed earnings
Intangible assets and property, plant and equipment
Right-of-use assets
Defined benefit pension assets
Other non-current assets
Inventories
Other current assets
Lease liabilities
Defined benefit pension and other post-employment liabilities
Other non-current liabilities
Provisions
Other current liabilities
Other temporary differences
Total before netting
Netting of deferred tax assets and liabilities
Total after netting
2021
Deferred
Deferred
tax assets tax liabilities Net balance
Deferred
Deferred
2020
tax assets tax liabilities Net balance
794
–
1 167
–
–
49
79
152
165
1 023
1
82
300
36
3 848
(2 576)
1 272
–
(136)
(176)
(210)
(2 052)
(34)
(13)
(81)
–
–
–
(87)
(55)
(14)
(2 858)
2 576
(282)
720
–
1 020
–
3
27
120
98
164
1 045
–
251
200
5
3 653
(1 831)
1 822
–
(104)
(291)
(197)
(1 233)
(40)
(8)
(46)
(3)
(7)
–
(86)
(63)
(13)
(2 091)
1 831
(260)
1 562
–
1 562
990
–
990
150
170
NOKIA IN 2021
NOKIA IN 2021
171
151
Financial statements
Notes to consolidated financial statements
continued
Movements in the net deferred tax balance during the year:
EURm
As of 1 January
Adoption of new IFRS standards(1)
Recognized in income statement, continuing operations
Recognized in income statement, discontinued operations
Recognized in other comprehensive income
Recognized in equity
Acquisitions through business combinations and disposals
Translation differences
As of 31 December
(1) In 2019, adoption of IFRS 16, Leases.
Expiry of tax losses carried forward and unused tax credits:
2021
1 562
–
137
–
(753)
–
(6)
50
990
2020
4 734
–
(2 961)
1
(115)
2
4
(103)
1 562
2019
4 561
(1)
229
–
(84)
(7)
–
36
4 734
EURm
Tax losses carried forward
Within 10 years
Thereafter
No expiry
Total
Tax credits
Within 10 years
Thereafter
No expiry
Total
Recognized
Unrecognized
Total
Recognized
Unrecognized
Total
2021
2020
132
–
2 172
2 304
32
49
177
258
2 508
3
16 882
19 393
325
4
13
342
2 640
3
19 054
21 697
357
53
190
600
163
7
1 810
1 980
29
36
206
271
2 364
–
16 657
19 021
326
2
13
341
2 527
7
18 467
21 001
355
38
219
612
Amount of temporary differences, tax losses carried forward and tax credits for which no deferred tax asset was recognized due to uncertainty of
utilization:
Nokia has undistributed earnings of EUR 422 million (EUR 645 million in 2020) for which a deferred tax liability has not been recognized as these
earnings will not be distributed in the foreseeable future.
EURm
Temporary differences
Tax losses carried forward
Tax credits
Total
2021
13 487
19 393
342
33 222
2020
14 258
19 021
341
33 620
Deferred tax assets are recognized to the extent it is probable that future taxable profit will be available against which the unused tax losses,
unused tax credits and deductible temporary differences can be utilized in the relevant jurisdictions.
Nokia continually evaluates the probability of utilizing its deferred tax assets and considers both positive and negative evidence in its assessment.
At 31 December 2020, Nokia concluded based on its assessment that it is not probable that it will be able to utilize the unused tax losses, unused
tax credits and deductible temporary differences in Finland in the foreseeable future. This assessment was done primarily based on the historical
performance. Consequently, Nokia derecognized EUR 2 918 million of deferred tax assets related to Finland.
At 31 December 2021, Nokia continues to conclude that such utilization is not probable. When an entity has incurred losses in recent years in a
certain jurisdiction, additional caution should be exercised before a deferred tax asset is recognized. The entity recognizes a deferred tax asset
arising from unused losses or tax credits only to the extent the entity has sufficient taxable temporary differences or there is convincing other
evidence that sufficient tax profit will be available against which the unused tax losses or unused tax credits can be utilized in the future. Positive
evidence of future taxable profits may be assigned less weight in assessing the appropriateness of recording a deferred tax asset when there
is other negative evidence such as cumulative losses, which are considered strong evidence that future taxable profits may not be available.
In 2021, Nokia generated accounting and taxable profit in Finland and there were improvements in financial performance compared to the
previous periods. At 31 December 2021, Nokia does not consider that it has generated an established pattern of sufficient tax profitability
to conclude that it is probable that Nokia will be able to utilize the deferred tax assets in Finland. This conclusion is based on the weighting of
objective negative evidence against more subjective positive evidence. The primary factors in this weighting were the more objective record
of a pattern of financial performance compared to the more inherently subjective expectations regarding future financial performance in Finland.
Nokia continues to assess the realizability of deferred tax assets including in particular its actual profit record and may re-recognize deferred tax
assets related to Finland where a clear pattern of tax profitability can be established.
The majority of the unrecognized temporary differences, tax losses and tax credits relate to France and Finland. Based on the pattern of losses
in the past years in France and the lack of convincing enough evidence of sufficient taxable profit in the future years in Finland, it is uncertain
whether these deferred tax assets can be utilized in the foreseeable future. A significant portion of the French unrecognized deferred tax assets
are indefinite in nature and available against future French tax liabilities, subject to a limitation of 50% of annual taxable profits. The majority
of Finnish unrecognized deferred tax assets are not subject to expiry and are available against future Finnish tax liabilities.
12. Earnings per share
Profit or loss attributable to equity holders of the parent
Continuing operations
Discontinued operations
Profit/(loss) for the year
Weighted average number of shares outstanding
Effect of potentially dilutive shares
Performance shares
Restricted shares and other
Total effect of potentially dilutive shares
Adjusted weighted average number of shares
Earnings per share
Basic earnings per share
Continuing operations
Discontinued operations
Profit/(loss) for the year
Diluted earnings per share
Continuing operations
Discontinued operations
Profit/(loss) for the year
2021
EURm
2020
EURm
2019
EURm
1 632
(9)
1 623
000s shares
5 630 025
50 300
3 910
54 210
5 684 235
(2 520)
(3)
(2 523)
000s shares
5 612 418
19 780
3 884
23 664
5 636 082
EUR
EUR
0.29
0.00
0.29
0.29
0.00
0.29
(0.45)
0.00
(0.45)
(0.45)
0.00
(0.45)
14
(7)
7
000s shares
5 599 912
24 072
2 391
26 463
5 626 375
EUR
0.00
0.00
0.00
0.00
0.00
0.00
Basic earnings per share is calculated by dividing the profit or loss attributable to equity holders of the parent by the weighted average number
of shares outstanding during the year. Diluted earnings per share is calculated by adjusting the profit or loss attributable to equity holders of the
parent, and the weighted average number of shares outstanding, for the effects of all dilutive potential ordinary shares. Potential ordinary shares
are excluded from the calculation of diluted earnings per share when they are determined to be antidilutive.
In 2020, the effect of potentially dilutive shares was excluded from the calculation of diluted earnings per share as it was determined to be
antidilutive due to the loss from continuing operations.
152
172
NOKIA IN 2021
NOKIA IN 2021
173
153
Financial statements
Notes to consolidated financial statements
continued
13. Goodwill and intangible assets
EURm
Acquisition cost as of 1 January 2020
Translation differences
Additions
Acquisitions through business combinations(1)
Disposals and retirements
Acquisition cost as of 31 December 2020
Accumulated amortization and impairment charges as of 1 January 2020
Translation differences
Impairment charges
Disposals and retirements
Amortization
Accumulated amortization and impairment charges as of 31 December 2020
Net book value as of 1 January 2020
Net book value as of 31 December 2020
Acquisition cost as of 1 January 2021
Translation differences
Additions
Acquisitions through business combinations(1)
Disposals and retirements
Acquisition cost as of 31 December 2021
Accumulated amortization and impairment charges as of 1 January 2021
Translation differences
Disposals and retirements
Amortization
Accumulated amortization and impairment charges as of 31 December 2021
Net book value as of 1 January 2021
Net book value as of 31 December 2021
Goodwill
6 435
(331)
–
78
–
6 182
(908)
–
(200)
–
–
(1 108)
5 527
5 074
6 182
307
–
63
–
6 552
(1 108)
(13)
–
–
(1 121)
5 074
5 431
Intangible assets
9 466
(359)
39
72
(31)
9 187
(7 037)
256
(9)
28
(472)
(7 234)
2 429
1 953
9 187
325
15
24
(52)
9 499
(7 234)
(243)
47
(449)
(7 879)
1 953
1 620
Total
15 901
(690)
39
150
(31)
15 369
(7 945)
256
(209)
28
(472)
(8 342)
7 956
7 027
15 369
632
15
87
(52)
16 051
(8 342)
(256)
47
(449)
(9 000)
7 027
7 051
(1) In 2021, Nokia acquired 100% ownership interest in Zyzyx. In 2020, Nokia acquired 100% ownership interest in Elenion Technologies. Goodwill of these acquisitions was allocated to the
Network Infrastructure operating segment.
Net book value of intangible assets by type of asset(1):
EURm
Customer relationships
Patents and licenses
Technologies and IPR&D
Tradenames and trademarks
Other
Total
2021
1 178
183
133
47
79
1 620
2020
1 401
232
155
90
75
1 953
(1) The largest movements are due to amortization and translation differences, with the exception of Technologies and IPR&D, which includes the acquired technology EUR 24 million in 2021
(EUR 72 million in 2020).
As of 31 December 2021, the weighted average for the remaining amortization periods is approximately four years for customer relationships,
five years for patents and licenses, three years for technologies and IPR&D, one year for tradenames and trademarks and three years for others.
14. Property, plant and equipment
EURm
Acquisition cost as of 1 January 2020
Translation differences
Additions
Acquisitions through business combinations
Reclassifications
Disposals and retirements
Acquisition cost as of 31 December 2020
Accumulated depreciation as of 1 January 2020
Translation differences
Disposals and retirements
Depreciation
Accumulated depreciation as of 31 December 2020
Net book value as of 1 January 2020
Net book value as of 31 December 2020
Acquisition cost as of 1 January 2021
Translation differences
Additions
Reclassifications
Disposals and retirements
Acquisition cost as of 31 December 2021
Accumulated depreciation as of 1 January 2021
Translation differences
Impairment charges
Disposals and retirements
Depreciation
Accumulated depreciation as of 31 December 2021
Net book value as of 1 January 2021
Net book value as of 31 December 2021
Land, buildings,
constructions and vessels
1 267
(63)
36
–
61
(36)
1 265
(451)
33
22
(86)
(482)
816
783
1 265
53
27
28
(145)
1 228
(482)
(26)
(14)
114
(87)
(495)
783
733
Machinery, equipment
and other
3 018
(102)
290
2
64
(137)
3 135
(2 121)
72
128
(351)
(2 272)
897
863
3 135
88
333
41
(226)
3 371
(2 272)
(59)
–
216
(345)
(2 460)
863
911
Assets under
construction
143
(4)
123
–
(125)
–
137
–
–
–
–
–
143
137
137
7
214
(69)
(9)
280
–
–
–
–
–
–
137
280
Total
4 428
(169)
449
2
–
(173)
4 537
(2 572)
105
150
(437)
(2 754)
1 856
1 783
4 537
148
574
–
(380)
4 879
(2 754)
(85)
(14)
330
(432)
(2 955)
1 783
1 924
154
174
NOKIA IN 2021
NOKIA IN 2021
175
155
Financial statements
Notes to consolidated financial statements
continued
15. Leases
Right-of-use assets
Right-of-use assets represent Nokia’s right to use the underlying leased assets.
EURm
Acquisition cost as of 1 January 2020
Net additions(1)
Retirements
Acquisition cost as of 31 December 2020
Accumulated depreciation as of 1 January 2020
Impairment charges
Retirements
Depreciation
Accumulated depreciation as of 31 December 2020
Net book value as of 1 January 2020
Net book value as of 31 December 2020
Acquisition cost as of 1 January 2021
Translation differences
Net additions(1)
Retirements
Acquisition cost as of 31 December 2021
Accumulated depreciation as of 1 January 2021
Translation differences
Impairment charges
Retirements
Depreciation
Accumulated depreciation as of 31 December 2021
Net book value as of 1 January 2021
Net book value as of 31 December 2021
(1) Net additions comprise new lease contracts as well as modifications and remeasurements of existing lease contracts.
Amounts recognized in the income statement
EURm
Depreciation expense of right-of-use assets
Expenses relating to short-term leases
Interest expense on lease liabilities
Income from subleasing leasehold and freehold properties(1)
Gains arising from sale and leaseback transactions
Total(2)
Buildings
1 048
89
(31)
1 106
(209)
(32)
31
(176)
(386)
839
720
1 106
47
209
(44)
1 318
(386)
(15)
(25)
44
(151)
(533)
720
785
2021
(214)
(13)
(24)
8
15
(228)
Other
121
59
–
180
(48)
–
–
(47)
(95)
73
85
180
3
76
(36)
223
(95)
(2)
–
36
(63)
(124)
85
99
2020
(223)
(22)
(25)
4
–
(266)
Total
1 169
148
(31)
1 286
(257)
(32)
31
(223)
(481)
912
805
1 286
50
285
(80)
1 541
(481)
(17)
(25)
80
(214)
(657)
805
884
2019
(225)
(26)
(28)
9
9
(261)
(1) Sublease income comprises rent income from operating subleases and financial income on the net investment in the lease related to finance subleases.
(2) Total recognized in the income statement excludes impairment of right-of-use assets, which is presented in Note 16, Impairment, and deferred taxes discussed in Note 11, Income taxes.
Amounts reported in the statement of cash flows
EURm
Payment of principal portion of lease liabilities
Interest portion of lease liabilities
Total
2021
(226)
(24)
(250)
2020
(234)
(25)
(259)
2019
(221)
(28)
(249)
The maturity analysis of lease liabilities is presented in Note 34, Financial risk management. Commitments related to future lease contracts are
presented in Note 28, Commitments, contingencies and legal proceedings.
16. Impairment
Goodwill
Nokia has allocated goodwill to the operating segments corresponding to groups of cash-generating units (CGUs) that are expected to benefit
from goodwill in line with Nokia’s operational and reporting structure. Refer to Note 5, Segment information.
Allocation of goodwill
The following table presents the allocation of goodwill to groups of CGUs as of 31 December(1):
EURm
2021
Mobile Networks
Network Infrastructure
Cloud and Network Services
2020
Mobile Networks
Fixed Networks
Global Services
IP/Optical Networks
Nokia Software
Carrying amount
2 191
2 690
550
729
609
958
1 865
914
(1) Nokia adopted its current operational and reporting structure on 1 January 2021. Goodwill was reallocated to current groups of CGUs based on relative fair value.
Recoverable amounts
The recoverable amounts of the groups of CGUs were based on fair value less costs of disposal that was determined using a level 3 fair value
measurement based on a discounted cash flow calculation. The cash flow projections used in calculating the recoverable amounts were based
on financial plans approved by management covering an explicit forecast period of three years.
Seven additional years of cash flow projections subsequent to the explicit forecast period of three years reflect a gradual progression towards
the steady state cash flow projections modeled in the terminal year. The terminal growth rate assumptions reflect long-term average growth
rates for the industries and economies in which the groups of CGUs operate. The discount rates reflect current assessments of the time value
of money and relevant market risk premiums reflecting risks and uncertainties for which the future cash flow estimates have not been adjusted.
Other key variables in future cash flow projections include assumptions on estimated sales growth, gross margin and operating margin. All cash
flow projections are consistent with market participant assumptions.
Terminal growth rate and post-tax discount rate applied in the impairment test for the groups of CGUs:
Key assumption %
2021
Mobile Networks
Network Infrastructure
Cloud and Network Services
2020
Mobile Networks
Fixed Networks
Global Services
IP/Optical Networks
Nokia Software
Terminal growth rate
Post-tax discount rate
1.2
1.4
1.6
1.2
0.8
1.1
1.4
1.5
7.7
7.7
6.9
8.0
7.4
7.6
7.9
7.0
The results of the impairment testing indicate adequate headroom for each group of CGUs in 2021.
156
176
NOKIA IN 2021
NOKIA IN 2021
177
157
Financial statements
Notes to consolidated financial statements
continued
Impairment charges by asset category
EURm
Goodwill
Intangible assets
Property, plant and equipment
Right-of-use assets(1)
Investments in associated companies and joint ventures
Total
2021
–
–
14
25
–
39
2020
200
9
–
32
4
245
2019
–
12
4
20
2
38
(1) Nokia adopted IFRS 16, Leases, on 1 January 2019. In 2019, a EUR 20 million impairment charge is presented net of onerous lease contract provision releases.
Based on the long-range plan prepared in the fourth quarter of 2020, Nokia conducted an impairment test and concluded that the carrying
amount exceeded the recoverable amount for its Fixed Networks group of CGUs. As a result, Nokia recorded a non-cash impairment charge
of EUR 200 million within other operating expenses to reduce the goodwill within its Fixed Networks operating segment.
Other impairments recorded by Nokia in 2021, 2020 and 2019 are immaterial.
17. Inventories
EURm
Raw materials and semi-finished goods
Finished goods
Contract work in progress
Total
2021
673
1 039
680
2 392
2020
552
940
750
2 242
The cost of inventories recognized as an expense during the year and included in the cost of sales is EUR 6 427 million (EUR 6 115 million in 2020
and EUR 8 181 million in 2019).
Movements in allowances for excess and obsolete inventory for the years ended 31 December:
EURm
As of 1 January
Charged to income statement
Deductions(1)
As of 31 December
(1) Deductions include utilization and releases of allowances.
18. Other receivables
Non-current
EURm
R&D tax credits and other indirect tax receivables
Deposits
Other
Total
Current
EURm
R&D tax credits, VAT and other indirect tax receivables
Divestment-related receivables
Deposits
Other
Total
2021
480
49
(71)
458
2020
505
71
(96)
480
2021
148
47
60
255
2021
480
23
22
334
859
2019
521
83
(99)
505
2020
129
47
41
217
2020
483
23
19
325
850
19. Equity
Shares and share capital
Share capital
Nokia Corporation has one class of shares. Each share entitles the holder to one vote at general meetings. The shares have no par value nor is
there a minimum or maximum share capital or number of shares under the Articles of Association of Nokia Corporation. As of 31 December 2021,
the share capital amounted to EUR 245 896 461.96 (EUR 245 896 461.96 in 2020) and consisted of 5 675 461 159 (5 653 886 159 in 2020)
issued and fully paid shares.
Share premium
Share premium reserve consists of the share premium account of the Parent Company. In addition, the equity impact corresponding to the
employee services received related to the equity-settled share-based compensation plans is recorded in the share premium reserve.
Treasury shares
As of 31 December 2021, the number of Nokia shares held by the Group companies was 40 467 555 (36 389 799 in 2020) representing 0.7%
(0.6% in 2020) of the share capital and total voting rights.
In 2021, under the authorization held by the Board of Directors, Nokia Corporation issued 21 575 000 new shares to itself to fulfill the company’s
obligation under the Nokia Equity Programs and 17 497 244 treasury shares to employees, including certain members of the Group Leadership
Team, as settlement under Nokia’s equity-based incentive plans and the employee share purchase plan. The shares were issued without
consideration.
Reconciliation of the number of shares outstanding at the beginning and at the end of the period:
Number of shares 000s
As of 1 January
Settlement of share-based payments
Stock options exercised
As of 31 December
2021
5 617 496
17 497
–
5 634 993
2020
5 605 581
11 915
–
5 617 496
2019
5 593 162
12 396
23
5 605 581
Authorizations given to the Board of Directors related to issue and repurchase of shares
Authorization to issue shares and special rights entitling to shares
At the Annual General Meeting held on 8 April 2021, the shareholders authorized the Board of Directors to issue a maximum of 550 million shares
through one or more issues of shares or special rights entitling to shares. The Board of Directors is authorized to issue either new shares or
shares held by Nokia. The authorization included the right for the Board of Directors to resolve on all the terms and conditions of such share
and special rights issuances, including issuance in deviation from the shareholders’ pre-emptive rights. The authorization may be used to develop
Nokia’s capital structure, diversify the shareholder base, finance or carry out acquisitions or other arrangements, settle Nokia’s equity-based
incentive plans, or for other purposes resolved by the Board of Directors. The authorization is effective until 7 October 2022, and terminated the
previous authorizations to issue shares and special rights entitling to shares.
Authorization to repurchase shares
At the Annual General Meeting held on 8 April 2021, the shareholders authorized the Board of Directors to repurchase a maximum of 550 million
shares. The amount corresponds to less than 10% of the total number of Nokia’s shares. Shares may be repurchased to be cancelled, held to be
reissued, transferred further or for other purposes resolved by the Board. The shares may be repurchased otherwise than in proportion to the
shares held by the shareholders. The price paid for the shares under the authorization shall be based on the market price of Nokia shares on
the securities markets on the date of the repurchase. The Board shall resolve on all other matters related to the repurchase of Nokia shares.
The authorization is effective until 7 October 2022, and terminated the previous authorization to repurchase shares.
Distribution of funds
Nokia distributes funds to its shareholders in two ways: a) as dividends from retained earnings and/or as equity repayment from the reserve of
invested unrestricted equity, and b) by repurchasing its own shares using funds in the unrestricted equity. The dividend and/or equity repayment
is distributed in quarterly instalments subject to the Board of Directors’ resolution as authorized by the Annual General Meeting (AGM). The amount of
any distribution is limited to the amount of distributable earnings of the Parent Company, and subject to exceptions relating to the right of minority
shareholders to request a certain minimum distribution, the distribution may not exceed the amount proposed by the Board of Directors.
Nokia’s Board of Directors proposes that the AGM in 2022 authorizes the Board to decide in its discretion on the distribution of an aggregate
maximum of EUR 0.08 per share as dividend and/or as assets from the reserve of invested unrestricted equity. On the date of issuing the financial
statements for 2021 the total number of Nokia shares is 5 696 261 159 and consequently the total amount of distribution would be EUR 456 million.
Total number of shares includes shares held by the Group companies which are not entitled to distribution. The AGMs in 2021 and 2020 resolved
that no dividend is distributed for the financial years 2020 and 2019, respectively. In 2019, Nokia paid a total dividend of EUR 560 million,
corresponding to EUR 0.10 per share, to its shareholders related to the financial year 2018.
Nokia’s Board of Directors has also initiated a share buyback program under the current authorization from the AGM to repurchase shares. The
program targets to return up to EUR 600 million of cash to shareholders in tranches over a period of two years, subject to continued authorization
from the AGM. The aggregate purchase price of all shares to be acquired in the first tranche, which began in February 2022 and which is expected
to end in December 2022, shall not exceed EUR 300 million. The maximum number of shares that can be repurchased under the first phase of the
program is 275 000 000 shares corresponding to approximately 5% of the total number of shares in Nokia. The repurchased shares will be cancelled.
Nokia has appointed a third-party broker as the lead-manager for the first phase of the buyback program. The lead-manager will make trading
decisions independently of and without influence from Nokia. Nokia may terminate the program prior to its scheduled end date.
158
178
NOKIA IN 2021
NOKIA IN 2021
179
159
Financial statements
Notes to consolidated financial statements
continued
Nature and purpose of other equity reserves
Translation differences
Translation differences consist of foreign exchange differences arising from translation of foreign operations into euro, the presentation currency
of the consolidated financial statements as well as gains and losses related to hedging of net investments in foreign operations.
Fair value and other reserves
Pension remeasurements
Pension remeasurements reserve includes actuarial gains and losses as well as return on plan assets and changes in the effect of the asset ceiling,
excluding amounts recognized in net interest, related to Nokia’s defined benefit plans.
Hedging reserve
Hedging reserve includes the change in fair value that reflects the change in spot exchange rates for certain foreign exchange forward contracts
that are designated as cash flow hedges to the extent that the hedge is effective.
Cost of hedging reserve
Cost of hedging reserve includes forward element of foreign exchange forward contracts and the time value of foreign exchange options related
to cash flow hedging of forecasted foreign currency sale and purchase transactions. Additionally, cost of hedging reserve includes the difference
between the change in fair value of forward element of foreign exchange forward contracts and the time value of option contracts and the
amortization of forward element of foreign exchange forward contracts and time value of option contracts related to net investment hedging.
Cost of hedging reserve also includes changes in fair value from foreign currency basis spread related to fair value hedging of foreign currency
denominated bonds.
Fair value reserve
Fair value reserve includes the changes in fair value of financial instruments that are managed in a portfolio with a business model of holding
financial instruments to collect contractual cash flows including principal and interest as well as selling financial instruments. The fair values
recorded in fair value reserve for these instruments are reduced by amounts of loss allowances.
Reserve for invested unrestricted equity
The reserve for invested unrestricted equity includes that part of the subscription price of issued shares that according to the share issue
decision is not to be recorded to the share capital as well as other equity inputs that are not recorded to some other reserve. The amounts
received for treasury shares are recorded to the reserve for invested unrestricted equity, unless it is provided in the share issue decision that
it is to be recorded in full or in part to the share capital.
Other equity
Accumulated deficit
Accumulated deficit is the net total of previous years’ profits and losses less dividends paid to the shareholders.
Non-controlling interests
Non-controlling interests represent the share of net assets of certain subsidiaries attributable to their minority shareholders. For more
information on the contractual arrangement related to the ownership interests in the Nokia Shanghai Bell Group, refer to Note 31,
Significant partly-owned subsidiaries.
Changes in other comprehensive income by component of equity
Fair value and other reserves
Cost of hedging
EURm
As of 1 January 2019
Foreign exchange translation differences
Net investment hedging losses
Remeasurements of defined benefit plans
Net fair value losses
Transfer to income statement
Other increase
As of 31 December 2019
Foreign exchange translation differences
Net investment hedging gains
Remeasurements of defined benefit plans
Net fair value gains/(losses)
Transfer to income statement
Other decrease
Movement attributable to non-controlling interests
As of 31 December 2020
Foreign exchange translation differences
Net investment hedging losses
Remeasurements of defined benefit plans
Net fair value (losses)/gains
Transfer to income statement
Movement attributable to non-controlling interests
As of 31 December 2021(1)
Pension
Translation
differences
(592)
259
(40)
–
–
1
–
(372)
(1 231)
307
–
–
–
(1)
2
(1 295)
1 162
(249)
–
–
(7)
(7)
(396)
remeasurements
1 137
–
–
319
–
–
1
1 457
–
–
484
–
–
–
(1)
1 940
–
–
2 302
–
–
–
4 242
Hedging
reserve
(21)
–
–
–
(17)
32
–
(6)
–
–
–
13
(5)
–
–
2
–
–
–
(15)
6
–
(7)
reserve
8
–
(6)
–
(34)
18
–
(14)
–
1
–
(13)
16
–
–
(10)
–
–
–
5
4
–
(1)
Fair value
reserve
(61)
–
–
–
(101)
107
–
(55)
–
–
–
(175)
208
–
–
(22)
–
–
–
(25)
32
–
(15)
(1) In 2021, translation differences includes EUR 226 million (EUR 475 million in 2020 and EUR 168 million in 2019) of gains related to net investment hedging.
Capital management
For capital management purposes Nokia defines capital as total equity and interest-bearing liabilities less cash and cash equivalents and current
financial investments. The main objectives of Nokia's capital management are to maintain a solid overall financial position and to ensure sufficient
financial flexibility to execute Nokia’s long-term business strategy and to provide returns to shareholders. From a liquidity perspective, Nokia
intends to maintain a level of cash and cash equivalents and current financial investments at 30% or more of annual net sales. Nokia targets
investment grade credit ratings with the long-term credit ratings being BBB- (stable) by Fitch, Ba2 (positive) by Moody’s, and BB+ (stable) by S&P
Global Ratings as of 31 December 2021. With regards to shareholder remuneration, Nokia targets recurring, stable and over time growing ordinary
dividend payments, taking into account the previous year’s earnings as well as the company’s financial position and business outlook. Nokia is also
using share repurchases as a tool to manage its capital structure through the reduction of capital and distribute excess cash to the shareholders.
160
180
NOKIA IN 2021
NOKIA IN 2021
181
161
Financial statements
Notes to consolidated financial statements
continued
20. Other comprehensive income
EURm
Pension remeasurements(1)
Remeasurements of defined benefit plans
Net change during the year
Translation differences
Exchange differences on translating foreign
operations
Transfer to income statement
Net change during the year
Net investment hedges(2)
Net investment hedging (losses)/gains
Net change during the year
Cash flow and other hedges(3)
Net fair value (losses)/gains
Transfer to income statement
Net change during the year
Financial assets at fair value through other
comprehensive income
Net fair value (losses)/gains
Transfer to income statement on loss allowance
Transfer to income statement on disposal
Net change during the year
Other increase
Total
2021
2020
2019
Gross
Tax
Net
Gross
Tax
Net
Gross
Tax
Net
3 040
3 040
(755)
(755)
2 285
2 285
624
624
(140)
(140)
484
484
414
414
(95)
(95)
319
319
1 160
(7)
1 153
(249)
(249)
(10)
10
–
(25)
19
13
7
–
3 951
2
–
2
1 162
(7)
1 155
(1 232)
–
(1 232)
–
–
–
–
–
(249)
(249)
(10)
10
–
–
–
–
–
–
(753)
(25)
19
13
7
–
3 198
266
266
1
14
15
(213)
229
31
47
3
(277)
1
–
1
42
42
(1)
(3)
(4)
(1 231)
–
(1 231)
259
1
260
–
–
–
308
308
–
11
11
(58)
(58)
12
12
(64)
62
(2)
13
(12)
1
259
1
260
(46)
(46)
(51)
50
(1)
38
(46)
(6)
(14)
–
(115)
(175)
183
25
33
3
(392)
(126)
40
94
8
–
622
25
(8)
(19)
(2)
–
(84)
(101)
32
75
6
–
538
(1) In 2021, remeasurement of defined benefit plans includes the impact of the modification of the terms of the US defined benefit pension plans. For more information, refer to Note 25,
Pensions and other post-employment benefits.
(2) In 2020, income tax related to net investment hedging gains includes EUR 94 million related to the derecognition of deferred tax assets in Finland. For more information, refer to Note 11,
Income taxes.
(3) Includes movements in cash flow hedging reserve and related cost of hedging reserve.
21. Interest-bearing liabilities
Instrument
1.00% Senior Notes(2)
3.375% Senior Notes(3)
2.00% Senior Notes
EIB R&D Loan
NIB R&D Loan(4)
2.375% Senior Notes
2.00% Senior Notes
4.375% Senior Notes
Issuer/borrower
Nokia Corporation
Nokia Corporation
Nokia Corporation
Nokia Corporation
Nokia Corporation
Nokia Corporation
Nokia Corporation
Nokia Corporation
Nokia of America Corporation 6.50% Senior Notes
Nokia Corporation
Nokia of America Corporation 6.45% Senior Notes
Nokia Corporation
Nokia Corporation and various
3.125% Senior Notes
6.625% Senior Notes
subsidiaries
Total
Other liabilities
Currency Nominal (million)
EUR
USD
EUR
EUR
EUR
EUR
EUR
USD
USD
EUR
USD
USD
Final maturity
March 2021
350
June 2022
500
750
March 2024
500 February 2025
May 2025
250
May 2025
500
March 2026
750
June 2027
500
January 2028
74
May 2028
500
March 2029
206
May 2039
500
Carrying amount EURm(1)
2021
–
–
759
500
250
497
760
464
66
497
183
553
2020
350
417
762
500
250
497
762
448
61
497
169
541
124
4 653
322
5 576
(1) Carrying amount includes EUR 166 million (EUR 224 million in 2020) of fair value gains related to fair value hedge accounting relationships, out of which EUR 203 million (EUR 235 million
in 2020) are fair value gains related to discontinued fair value hedge accounting relationships that are amortized over the life of the respective Senior Notes.
(2) In January 2021, Nokia exercised its issuer call option to redeem 1.00% Senior Notes due March 2021 for the full amount of EUR 350 million. The redemption date for the notes was
15 February 2021.
(3) In December 2021, Nokia exercised its issuer call option to redeem 3.375% Senior Notes due June 2022 for the full amount of USD 500 million. The redemption date for the notes was
16 December 2021.
(4) The loan from the Nordic Investment Bank (NIB) is repayable in three equal annual instalments in 2023, 2024 and 2025.
Nokia’s significant credit facilities and funding programs as of 31 December:
Committed / uncommitted Financing arrangement
Committed
Uncommitted
Uncommitted
Uncommitted
Revolving Credit Facility(1)
Finnish Commercial Paper Programme
Euro-Commercial Paper Programme
Euro Medium Term Note Programme(2)
Total
Currency
EUR
EUR
EUR
EUR
Nominal (million)
1 500
750
1 500
5 000
Utilized (million)
2021
–
–
–
2 500
2 500
2020
–
–
–
2 850
2 850
(1) Nokia exercised its option to extend the maturity date of the Revolving Credit Facility in June 2021. Subsequent to the extension, the facility has its maturity in June 2026, except for
EUR 88 million having its maturity in June 2024.
(2) All euro-denominated bonds have been issued under the Euro Medium Term Note Programme.
All borrowings and credit facilities presented in the tables above are senior unsecured and have no financial covenants.
To manage interest rate and foreign exchange risks related to Nokia’s interest-bearing liabilities, Nokia has designated the following cross-
currency swaps as hedges under both fair value hedge accounting and cash flow hedge accounting, and interest rate swaps as hedges under fair
value hedge accounting as of 31 December:
Entity
Nokia Corporation
Nokia Corporation
Nokia Corporation
Nokia Corporation
Total
Instrument(1)
Cross-currency swaps
Interest rate swaps
Cross-currency swaps
Cross-currency swaps
Currency
Maturity
USD
EUR
USD
USD
June 2022
March 2024
June 2027
May 2039
(1) All cross-currency swaps and interest rate swaps are fixed-to-floating swaps.
Notional (million)
2021
–
185
500
300
2020
500
–
250
250
Fair value EURm
2021
–
–
(7)
(46)
(53)
2020
(48)
–
(28)
(78)
(154)
Changes in lease liabilities, interest-bearing liabilities and associated derivatives arising from financing activities:
EURm
As of 1 January 2020
Cash flows
Non-cash changes:
Acquisitions through business combinations
Changes in foreign exchange rates
Changes in fair value
Reclassification between long-term and short-term
Net additions(3)
Other(4)
As of 31 December 2020
Cash flows
Non-cash changes:
Changes in foreign exchange rates
Changes in fair value
Reclassification between long-term and short-term
Net additions(3)
Other
As of 31 December 2021
Long-term
interest-bearing
liabilities
3 985
1 401
Short-term
interest-bearing
Derivatives held to
hedge long-term
liabilities
292
(83)
borrowings(1)
50
(52)
Lease liabilities(2)
1 030
(234)
10
(133)
102
(350)
–
–
5 015
(923)
122
(53)
380
–
(4)
4 537
30
(7)
–
350
–
(21)
561
(67)
2
–
(380)
–
–
116
–
123
(102)
–
–
135
154
13
(104)
(10)
–
–
–
53
–
(37)
–
–
147
4
910
(226)
36
–
–
296
(7)
1 009
Total
5 357
1 032
40
(54)
–
–
147
118
6 640
(1 203)
56
(63)
–
296
(11)
5 715
(1) Includes derivatives designated in fair value and cash flow hedge accounting relationships as well as derivatives not designated in hedge accounting relationship but hedging identifiable
long-term borrowing exposure.
(2) Includes non-current and current lease liabilities.
(3) Net additions comprise new lease contracts as well as modifications and remeasurements of existing lease contracts.
(4) In 2020, includes EUR 135 million cash inflow from settlements of certain interest rate derivatives held to hedge long-term borrowings that is included in operating activities as interest paid
in the consolidated statement of cash flows.
162
182
NOKIA IN 2021
NOKIA IN 2021
183
163
Financial statements
Notes to consolidated financial statements
continued
22. Fair value of financial instruments
Financial assets and liabilities recorded at fair value are categorized based on the amount of unobservable inputs used to measure their fair value.
Three hierarchical levels are based on an increasing amount of judgment associated with the inputs used to derive fair valuation for these assets
and liabilities, level 1 being market values for exchange traded products, level 2 being primarily based on publicly available market information,
and level 3 requiring most management judgment. At the end of each reporting period, Nokia categorizes its financial assets and liabilities to
the appropriate level of fair value hierarchy. Items carried at fair value in the following table are measured at fair value on a recurring basis.
EURm
2021
Non-current financial investments
Other non-current financial assets
Other current financial assets
including derivatives
Trade receivables
Current financial investments
Cash and cash equivalents
Total financial assets
Long-term interest-bearing liabilities
Other long-term financial liabilities
Short-term interest-bearing liabilities
Other short-term financial liabilities
including derivatives
Discounts without performance obligations
Trade payables
Total financial liabilities
EURm
2020
Non-current financial investments
Other non-current financial assets
Other current financial assets including
derivatives
Trade receivables
Current financial investments
Cash and cash equivalents
Total financial assets
Long-term interest-bearing liabilities
Other long-term financial liabilities
Short-term interest-bearing liabilities
Other short-term financial liabilities
including derivatives
Discounts without performance obligations(2)
Trade payables
Total financial liabilities
115
–
526
4 627
5 398
4 537
–
116
–
479
3 679
8 811
Amortized
cost
–
115
22
–
134
4 333
4 604
5 015
–
561
–
747
3 174
9 497
Carrying amounts
Fair value(1)
Fair value through
profit or loss
Fair value through other
comprehensive income
Level 1
Level 2
Level 3
Level 1
Level 2
Level 3
Total
Total
Amortized
cost
–
130
8
–
–
101
750
–
–
–
–
–
750
–
68
–
522
–
–
590
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
94
21
5 382
–
–
5 497
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
758
325
758
325
336
5 382
2 577
6 691
16 069
4 537
68
116
336
5 382
2 577
6 691
16 069
4 775
68
116
762
479
3 679
9 641
762
479
3 679
9 879
200
–
–
–
– 2 051
– 2 064
4 416
8
–
–
–
–
–
–
–
–
–
–
240
–
–
240
Carrying amounts
Fair value(1)
Fair value through
profit or loss
Fair value through other
comprehensive income
Level 1
Level 2
Level 3
Level 1
Level 2
Level 3
Total
Total
31
–
–
–
–
–
31
–
–
–
–
–
–
–
–
99
714
5
169
–
882
2 607
3 757
–
–
–
318
–
–
318
8
–
–
–
727
–
19
–
420
–
–
439
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
87
15
5 503
105
–
5 710
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
745
306
745
306
214
5 503
1 121
6 940
14 829
5 015
19
561
738
747
3 174
10 254
214
5 503
1 121
6 940
14 829
5 140
19
561
738
747
3 174
10 379
(1) The following fair value measurement methods are used for items not carried at fair value: The fair values of long-term interest-bearing liabilities, including current part, are primarily based
on publicly available market information (level 2). The fair values of other assets and liabilities, including loan receivables and loans payable, are primarily based on discounted cash flow
analysis (level 2). The fair value is estimated to equal the carrying amount for short-term financial assets and financial liabilities due to limited credit risk and short time to maturity. Refer to
Note 2, Significant accounting policies.
(2) In 2021, Nokia has revised the classification of discounts without performance obligations and included this financial liability in the table. The comparative amounts for 2020 have been
adjusted accordingly.
Lease liabilities are not included in the fair value of financial instruments.
The level 1 category includes financial assets and liabilities that are measured in whole by reference to published quotes in an active market.
A financial instrument is regarded as quoted in an active market if quoted prices are readily and regularly available from an exchange, and those
prices represent actual and regularly occurring market transactions on an arm’s-length basis. This category includes only exchange traded products.
The level 2 category includes financial assets and liabilities measured using a valuation technique based on assumptions that are supported
by prices from observable current market transactions. These include assets and liabilities with fair values based on publicly available market
information, financial assets with fair values based on broker quotes and assets that are valued using Nokia’s own valuation models whereby
the material assumptions are market observable. The majority of Nokia’s cash equivalents, current investments, over-the-counter derivatives,
trade receivables and certain other products are included within this category.
The level 3 financial assets category includes a large number of investments in unlisted equities and unlisted venture funds, including investments
managed by NGP Capital specializing in growth-stage investing. The fair value of level 3 investments is determined using one or more valuation
techniques where the use of the market approach generally consists of using comparable market transactions, while the use of the income
approach generally consists of calculating the net present value of expected future cash flows. For unlisted funds, the selection of appropriate
valuation techniques by the fund managing partner may be affected by the availability and reliability of relevant inputs. In some cases, one
valuation technique may provide the best indication of fair value while in other circumstances multiple valuation techniques may be appropriate.
The inputs generally considered in determining the fair value of level 3 investments include the original transaction price, recent transactions in
the same or similar instruments, completed or pending third-party transactions in the underlying investment or comparable issuers, subsequent
rounds of financing, recapitalizations or other transactions undertaken by the issuer, offerings in the equity or debt capital markets, and changes
in financial ratios or cash flows, adjusted as appropriate for liquidity, credit, market and/or other risk factors. The fair value may be adjusted
to reflect illiquidity and/or non-transferability, with the amount of such discount estimated by the managing partner in the absence of
market information.
The level 3 investments are remeasured for each reporting date taking into consideration any changes in estimates, projections and assumptions,
as well as any changes in economic and other relevant conditions. Level 3 investments include approximately 40 separate venture funds investing
in hundreds of individual companies in various sectors and geographies, focusing on digital health, software and enterprise sectors. Hence,
specific estimates and assumptions used by managing partners due to the lack of observable inputs do impact the fair value of individual
investments, but no individual input has a significant impact on the aggregated fair value of level 3 investments.
Level 3 financial liabilities include a conditional obligation to China Huaxin as part of the Nokia Shanghai Bell definitive agreements where China
Huaxin obtained the right to fully transfer its ownership interest in Nokia Shanghai Bell to the Group in exchange for a future cash settlement.
The fair value of the liability is measured based on the expected future cash settlement. The measurement of the financial liability involves
estimation of the option exercise price and the distribution of excess cash balances upon exercise. Unobservable valuation inputs include certain
financial performance metrics of Nokia Shanghai Bell. No individual input has a significant impact on the total fair value of the level 3 financial
liability. Refer to Note 31, Significant partly-owned subsidiaries.
Reconciliation of the opening and closing balances of level 3 financial assets and liabilities:
EURm
As of 1 January 2020
Net gains in income statement
Additions(1)
Deductions(1)
Transfers out of level 3
Other movements
As of 31 December 2020
Net gains/(losses) in income statement
Acquisitions through business combination
Additions(1)
Deductions(1)
Transfers out of level 3
Other movements
As of 31 December 2021
Level 3 financial
assets
746
19
49
(85)
(5)
3
727
177
–
69
(218)
(7)
2
750
Level 3 financial
liabilities
(659)
94
–
2
126
(2)
(439)
(107)
(48)
–
7
–
(3)
(590)
(1) For level 3 financial assets, additions mainly include capital contributions to venture funds and deductions mainly include distributions from venture funds.
The gains and losses from venture fund and similar investments categorized in level 3 are included in other operating income and expenses. The
gains and losses from other level 3 financial assets and liabilities are recorded in financial income and expenses. A net gain of EUR 85 million (net
gain of EUR 102 million in 2020) related to level 3 financial instruments held at 31 December 2021 was included in the profit and loss during 2021.
164
184
NOKIA IN 2021
NOKIA IN 2021
185
165
Financial statements
Notes to consolidated financial statements
continued
23. Derivative financial instruments
EURm
2021
Hedges on net investment in foreign subsidiaries
Foreign exchange forward contracts
Cash flow hedges
Foreign exchange forward contracts
Currency options bought
Fair value hedges
Interest rate swaps
Foreign exchange forward contracts
Firm commitments
Cash flow and fair value hedges(3)
Cross-currency swaps
Derivatives not designated in hedge accounting relationships carried at fair value
through profit and loss
Foreign exchange forward contracts
Currency options bought
Other derivatives
Total
2020
Hedges on net investment in foreign subsidiaries
Foreign exchange forward contracts
Cash flow hedges
Foreign exchange forward contracts
Currency options bought
Currency options sold
Fair value hedges
Foreign exchange forward contracts
Firm commitments
Cash flow and fair value hedges(3)
Cross-currency swaps
Derivatives not designated in hedge accounting relationships carried at fair value
through profit and loss
Foreign exchange forward contracts
Currency options bought
Other derivatives
Total
Assets
Liabilities
Fair value(1)
Notional(2)
Fair value(1)
Notional(2)
1
28
–
–
22
58
15
74
–
2
200
1
34
1
–
83
19
–
29
2
–
169
1 568
(11)
1 394
1 521
7
185
577
2 069
(47)
–
–
(80)
(11)
1 571
–
–
2 182
397
265
(68)
441
6 432
10
25
12 659
(23)
–
–
(240)
6 390
–
–
12 375
1 423
(3)
559
933
108
–
(16)
–
–
736
–
6
1 340
468
(14)
(101)
588
1 105
–
(154)
815
3 716
171
–
8 159
(16)
–
–
(304)
3 917
–
9
7 735
(1) Included in other current financial assets and other financial liabilities in the consolidated statement of financial position.
(2) Includes the gross amount of all notional values for contracts that have not yet been settled or cancelled. The amount of notional value outstanding is not necessarily a measure or indication
of market risk as the exposure of certain contracts may be offset by that of other contracts.
(3) Cross-currency swaps have been designated partly as fair value hedges and partly as cash flow hedges.
24. Share-based payments
Nokia has several equity-based incentive programs for executives and other eligible employees for the purposes of retention and recruitment.
Under the programs, employees may be granted performance shares or restricted shares, or be invited to purchase Nokia shares and receive
matching shares under Nokia’s voluntary all-employee share purchase program. Starting in 2021, Nokia granted restricted shares to selected
employees as the primary method of equity compensation whereas grants under performance share plans were targeted on a more limited basis
to senior level employees and executives. The equity-based incentive grants are expected to be settled with equity, and are generally conditional
on continued employment as well as the fulfillment of any performance conditions specified in the award terms. In 2021, the share-based
payment expense, including social security costs, for all equity-based incentive grants in the consolidated income statement amounts to
EUR 118 million (EUR 76 million in 2020 and EUR 77 million in 2019). All amounts relate to equity-settled awards.
Active share-based payment plans by instrument
As of 1 January 2019
Granted
Forfeited
Vested(2)
As of 31 December 2019
Granted
Forfeited
Vested(2)
As of 31 December 2020
Granted
Forfeited
Vested(2)
As of 31 December 2021(3)
Performance shares
Restricted shares
Number of
performance shares
outstanding at
target
83 143 531
31 979 747
(4 964 055)
(18 933 700)
91 225 523
38 753 394
(4 752 172)
(25 754 552)
99 472 193
17 749 650
(5 783 031)
(31 611 804)
79 827 008
Weighted
average grant
date fair value
EUR(1)
4.02
2.63
5.11
Number of
restricted shares
outstanding
3 582 048
2 060 342
(451 540)
(1 915 675)
3 275 175
3 830 700
(1 100 107)
(1 478 175)
4 527 593
25 046 200
(783 950)
(2 026 150)
26 763 693
Weighted
average grant
date fair value
EUR(1)
4.18
3.06
5.05
(1) The fair value for the 2019 performance shares and all restricted shares are estimated based on the grant date market price of the Nokia share less the present value of dividends expected to
be paid during the vesting period. The fair value for the 2020 and 2021 performance shares is estimated based on the dividend-adjusted price of the Nokia share at the settlement date of
the plan and the target payout levels.
(2) Vested performance shares at target are multiplied by the confirmed payout (% of target) to calculate the total number of Nokia shares settlement.
Includes 26 267 664 performance shares for the Performance Share Plan 2019 and 401 514 Restricted Shares that vested on 1 January 2022.
(3)
166
186
NOKIA IN 2021
NOKIA IN 2021
187
167
Financial statements
Notes to consolidated financial statements
continued
Performance shares
In 2021, Nokia administered four global performance share plans, the Performance Share Plans of 2018, 2019, 2020 and 2021. The performance
shares represent a commitment by Nokia to deliver Nokia shares to eligible participants at a future point in time, subject to the fulfillment of
predetermined criteria. Performance shares are granted on a limited basis for purposes related to retention and recruitment of individuals
deemed critical to Nokia's future success. Until the Nokia shares are delivered, the participants do not have any shareholder rights, such as voting
or dividend rights, associated with the performance shares. The performance share grants are generally forfeited if the employment relationship
with Nokia terminates prior to vesting.
The 2020 and 2021 Performance Share Plans are three-year plans where Nokia’s actual total shareholder return (“TSR”) is compared to the target
TSR to determine the number of Nokia shares that will be delivered at settlement. TSR is calculated based on the growth in the Nokia share price
plus any dividends paid during the plan period. The 2020 and 2021 Performance Share Plans do not include a minimum payout guarantee.
Global performance share plans as of 31 December 2021:
Plan
2018
2019
2020
2021
Performance shares
outstanding at target
–
26 267 664
35 973 694
17 585 650
Confirmed payout
(% of target)
57
53
–
–
Performance
period
2018-2019
2019-2021
2020-2023
2021-2024
Restriction
period
2020
N/A
N/A
N/A
Settlement
year
2021
2022
2023
2024
For the 2019 performance share plan, the number of performance shares at target is the amount of performance shares granted to an individual
that will be settled if the target performance is achieved. At maximum performance, the settlement amounts to two times the amount at target.
The 2019 performance share plan has a three-year performance period (2019-2021) and the performance criteria are: earnings per share
(diluted), free cash flow and revenue relative to market (market share). The criteria exclude costs related to the acquisition of Alcatel-Lucent and
related integration, goodwill impairment charges, intangible asset amortization and other purchase price fair value adjustments, restructuring
and associated charges and certain other items. The Performance Share Plan 2019 includes a minimum payout guarantee for performance
shares granted to non-executive participants, such that 25% of the performance shares granted will settle, regardless of the satisfaction of the
applicable performance criteria. Performance shares granted to executive participants under the Performance Share Plan 2019 do not include
a minimum payout guarantee.
Restricted shares
In 2021, there were outstanding Restricted Shares from grants made in 2018, 2019, 2020 and 2021. Restricted Shares represent a commitment
by Nokia to deliver Nokia shares to eligible participants at a future point in time, subject to the fulfillment of predetermined service conditions.
Restricted Shares will either vest on the third anniversary of the award or follow a tranche vesting schedule whereby each plan vests in one-three
tranches determined at the award date. Restricted Shares are subject to continued employment with Nokia and participants do not have any
shareholder rights, such as voting or dividend rights, until the Nokia shares are delivered. The restricted share grants are generally forfeited if
the employment relationship with Nokia terminates prior to vesting of the applicable tranche or tranches.
Employee share purchase plan
Nokia offers a voluntary Employee Share Purchase Plan to its employees. Participating employees make contributions from their net salary to
purchase Nokia shares on a monthly basis during a 12-month savings period. Nokia intends to deliver one matching share for every two purchased
shares the employee holds as of the end of the Plan cycle. In 2021, 4 851 070 matching shares were issued as a settlement to the participants of
the Employee Share Purchase Plan 2020 (6 340 859 matching shares issued under the 2019 Plan in 2020 and 4 524 101 matching shares issued
under the 2018 Plan in 2019).
Legacy equity compensation programs
Stock options
In 2021, Nokia no longer administered any stock option plan. The last stock option plan administered by Nokia was the Stock Option Plan 2011.
The last stock options under this Plan were granted in 2013. During 2019, the last remaining 23 000 outstanding and exercisable stock options
were exercised with weighted average exercise price of EUR 2.35 and at a weighted average share price of EUR 5.34. The final subscription period
ended on 27 December 2019.
Each stock option entitled the holder to subscribe for one new Nokia share. The stock options were non-transferable and could be exercised
for shares only. Shares were eligible for dividends for the financial year in which the share subscription took place. Other shareholder rights
commenced on the date on which the subscribed shares were entered in the Trade Register. The stock option grants were generally forfeited
if the employment relationship with Nokia was terminated.
25. Pensions and other post-employment benefits
Nokia maintains a number of post-employment plans in various countries including both defined benefit and defined contribution plans. Nokia’s
defined benefit plans comprise significant pension programs and schemes as well as material other post-employment benefit plans providing
post-employment healthcare and life insurance coverage to certain employee groups. Defined benefit plans expose Nokia to various risks such as
investment risk, interest rate risk, life expectancy risk, and regulatory/compliance risk. The characteristics and extent of these risks vary depending
on the legal, fiscal, and economic requirements in each country. In 2021, the amount recognized in the consolidated income statement related to
defined benefit plans was EUR 157 million (EUR 153 million in 2020 and EUR 31 million in 2019).
Nokia also participates in defined contribution plans, multi-employer and insured plans for which Nokia contributions are recognized as expense
in the consolidated income statement in the period to which the contributions relate. In a defined contribution plan, Nokia’s legal or constructive
obligation is limited to the amount that it agrees to contribute to the fund. In 2021, the amount recognized in the consolidated income statement
related to defined contribution plans was EUR 223 million (EUR 209 million in 2020 and EUR 220 million in 2019).
Defined benefit plans
Nokia’s most significant defined benefit pension plans are in the United States, Germany, and the United Kingdom. Together they account for
91% (91% in 2020) of Nokia’s total defined benefit obligation and 91% (91% in 2020) of Nokia’s total plan assets.
The defined benefit obligations, the fair value of plan assets, the effects of the asset ceiling and the net defined benefit balance as of 31 December:
EURm
United States
Germany
United Kingdom
Other
Total
2021
2020
Defined
benefit
obligation
(16 907)
(2 630)
(1 235)
(1 932)
(22 704)
Fair value
of plan assets
21 746
1 295
1 652
2 435
27 128
Effects of
asset ceiling
–
–
–
(92)
(92)
Net defined
benefit
balance
4 839
(1 335)
417
411
4 332
Defined
benefit
obligation
(17 379)
(2 847)
(1 231)
(2 044)
(23 501)
Fair value
of plan assets
20 328
1 244
1 716
2 400
25 688
Effects of
asset ceiling
(1 125)
–
–
(70)
(1 195)
Net defined
benefit
balance
1 824
(1 603)
485
286
992
United States
Nokia has significant defined benefit pension plans and a significant post-employment welfare benefit plan (Opeb) providing post-employment
healthcare benefits and life insurance coverage in the United States. The pension plans include both traditional service-based programs and
cash-balance plans. Salaried, non-union-represented employees are covered by a cash-balance program. All other legacy programs, including
legacy service-based programs, were frozen by 31 December 2009. For former employees who, when actively employed, were represented by a
union, Nokia maintained two defined benefit pension plans, both of which are traditional service-based programs. On 31 December 2021, these
two plans were merged. The post-employment plans provide welfare benefits for certain retired former employees. Pursuant to an agreement
with the Communications Workers of America (CWA) and the International Brotherhood of Electrical Workers (IBEW) unions, Nokia provides
post-employment healthcare benefits and life-insurance coverage for employees formerly represented by these two unions. That agreement
was renewed in 2020 and the contract expires on 31 December 2027.
Germany
Nokia maintains two primary plans in Germany which cover the majority of active employees: the cash-balance plan Beitragsorientierter
Altersversorgungs Plan (BAP) for the Group’s former Nokia employees and a similar cash-balance program (AVK Basis-/Matchingkonto) for the
Group’s former Alcatel-Lucent employees. Individual benefits are generally dependent on eligible compensation levels, ranking within the Group
and years of service. These plans are partially funded defined benefit pension plans, the benefits being subject to a minimum return guaranteed
by the Group. The funding vehicle for the BAP plan is the NSN Pension Trust e.V. The trust is legally separate from the Group and manages the
plan assets in accordance with the respective trust agreements.
All other plans have been frozen or closed in prior years and replaced by the cash-balance plans. Benefits are paid in annual instalments,
as monthly retirement pension, or as a lump sum on retirement in an amount equal to accrued pensions and guaranteed interest.
United Kingdom
Nokia maintains one primary plan in the UK, “Nokia Retirement Plan for former NSN & ALU employees”, which is the result of the 2019 merger of
the legacy Nokia plan where the plan was merged and members’ benefits were transferred to the legacy Alcatel-Lucent plan. The combined plan
consists of both money purchase sections with Guaranteed Minimum Pension (GMP) underpin and final salary sections. All final salary sections
are closed to future benefit accrual: the legacy Nokia plan closed on 30 April 2012 and the legacy Alcatel-Lucent plan on 30 April 2018. Individual
benefits for final salary sections are dependent on eligible compensation levels and years of service. For the money purchase sections with
GMP underpin, individual benefits are dependent on the greater of the value of GMP at retirement date or the pension value resulting from
the individual’s invested funds. Nokia engages the services of an external Trustee service provider to manage all investments for the combined
pension plan.
168
188
NOKIA IN 2021
NOKIA IN 2021
189
169
Financial statements
Notes to consolidated financial statements
continued
Impact on the consolidated financial statements
Movements in the defined benefit obligation, fair value of plan assets and the impact of the asset ceiling
The movements in the present value of the defined benefit obligation for the years ended 31 December:
2021
2020
EURm
As of 1 January
Current service cost
Interest expense
Past service cost(1)
Settlements
Total
Remeasurements:
(Loss)/gain from change in
demographic assumptions
Gain/(loss) from change in financial
assumptions
Experience gain/(loss)
Total
Translation differences
Contributions from plan participants
Benefits paid
Other
Total
As of 31 December
United States
pension
(15 340)
(106)
(308)
(5)
–
(419)
United States
Opeb
(2 039)
Other
pension
(6 122)
(90)
(61)
22
38
(91)
Total
(23 501)
(196)
(410)
17
38
(551)
United States
pension
(16 449)
(118)
(375)
(55)
–
(548)
United States
Opeb
(2 325)
Other
pension
Total
(6 006) (24 780)
(211)
(512)
63
10
(650)
(93)
(83)
29
10
(137)
–
(54)
89
–
35
–
(41)
–
–
(41)
(7)
6
(12)
(13)
202
20
66
288
640
75
708
(1 184)
–
1 343
–
159
(14 892)
82
(1)
87
(157)
(71)
219
(13)
(22)
(2 015)
267
(44)
211
(135)
(27)
240
127
205
(5 797)
989
30
1 006
(1 476)
(98)
1 802
114
342
(22 704)
(1 427)
30
(1 195)
1 451
–
1 401
–
2 852
(15 340)
(203)
85
(98)
196
(92)
260
(15)
349
(2 039)
(377)
(15)
(326)
125
(29)
245
6
347
(2 007)
100
(1 619)
1 772
(121)
1 906
(9)
3 548
(6 122) (23 501)
The movements in the fair value of plan assets for the years ended 31 December:
2021
2020
EURm
As of 1 January
Interest income
Administrative expenses and interest
United States
pension
19 869
411
United States
Opeb
459
12
Other
pension
5 360
56
Total
25 688
479
United States
pension
20 560
480
United States
Opeb
464
8
Other
pension
5 273
77
Total
26 297
565
on asset ceiling
Settlements
Total
Remeasurements:
Return on plan assets, excluding
amounts included in interest
income
Total
Translation differences
Contributions:
Employers
Plan participants
Benefits paid
Section 420 Transfer(1)
Other
Total
As of 31 December
(16)
–
395
–
–
12
(5)
(42)
9
(21)
(42)
416
(19)
–
461
–
–
8
(7)
(15)
55
(26)
(15)
524
760
760
1 625
25
–
(1 343)
(348)
4
(37)
20 987
47
47
50
(6)
71
(219)
348
(3)
241
759
46
46
159
853
853
1 834
60
27
(147)
–
(131)
(33)
5 382
79
98
(1 709)
–
(130)
171
27 128
2 227
2 227
(1 832)
26
–
(1 401)
(160)
(12)
(3 379)
19 869
16
16
(41)
6
92
(260)
160
14
(29)
459
233
233
(139)
2 476
2 476
(2 012)
67
29
(152)
–
(6)
(201)
5 360
99
121
(1 813)
–
(4)
(3 609)
25 688
(1) Section 420 Transfer. Refer to Future cash flows section below.
(1) Consists primarily of gain on plan amendment in France in 2021. In 2020, these values consist of curtailment due to global restructuring, special termination benefits for certain US employees
and extension of US retiree healthcare benefits related to US union negotiations for formerly represented employees.
The movements in the impact of the asset ceiling limitation for the years ended 31 December:
Present value of obligations includes EUR 16 788 million (EUR 16 959 million in 2020) of wholly funded obligations, EUR 4 723 million
(EUR 5 412 million in 2020) of partly funded obligations and EUR 1 193 million (EUR 1 130 million in 2020) of unfunded obligations.
EURm
As of 1 January
Interest expense
Remeasurements:
Change in asset ceiling, excluding
amounts included in interest
expense
Translation differences
As of 31 December
Net balances as of 31 December:
EURm
As of 31 December
Consisting of:
Net Pension Assets
Net Pension Liabilities
2021
2020
United States
pension
(1 125)
(22)
United States
Opeb
–
–
Other
pension
(70)
–
Total
(1 195)
(22)
United States
pension
(975)
(27)
United States
Opeb
–
–
Other
pension
(55)
–
Total
(1 030)
(27)
1 198
(51)
–
–
–
–
(17)
(5)
(92)
1 181
(56)
(92)
(216)
93
(1 125)
–
–
–
(17)
2
(70)
(233)
95
(1 195)
2021
2020
United States
pension
6 095
United States
Opeb
(1 256)
Other
pension
(507)
Total
4 332
United States
pension
3 404
United States
Opeb
(1 580)
Other
pension
(832)
Total
992
6 422
(327)
–
(1 256)
1 318
(1 825)
7 740
(3 408)
3 738
–
1 300
5 038
(334)
(1 580)
(2 132)
(4 046)
170
190
NOKIA IN 2021
NOKIA IN 2021
191
171
Financial statements
Notes to consolidated financial statements
continued
Asset ceiling limitation
Nokia may recognize the surplus of a pension plan to the amount of economic benefit that the entity can realize, either through a refund or as a
reduction in future contributions. The most significant limitation of asset recognition for Nokia has been from the overfunded US formerly union-
represented pension plan. All other countries where asset ceiling limits apply are not considered material.
In 2021, Nokia modified the terms of all three of its US defined benefit pension plans to provide that, in the event of a termination of the plan,
any remaining balance in the Pension Fund, after settling plan liabilities, shall be distributed to Nokia. As a result of the adoption of this
modification, Nokia has recognized a reduction during 2021 in the effect of the asset ceiling by EUR 1 369 million.
Movements in asset ceiling limitation are recognized directly in the consolidated statement of comprehensive income, excluding amounts
included in interest expense. Following the modification to the terms of the US plans Nokia recognized an asset ceiling limitation in the amount
of EUR 92 million (EUR 1 195 million in 2020).
Recognized in the income statement
Recognized in the consolidated income statement for the years ended 31 December:
EURm
Current service cost(1)
Past service cost(1)
Net Interest(2)
Settlements(1)
Total
(1) Included in operating expenses within the consolidated income statement.
(2) Included in financial expenses within the consolidated income statement.
Recognized in other comprehensive income
Recognized in other comprehensive income for the years ended 31 December:
EURm
Return on plan assets, excluding amounts included in interest income
(Loss)/gain from change in demographic assumptions
Gain/(loss) from change in financial assumptions
Experience gain
Change in asset ceiling, excluding amounts included in interest expense
Total
2021
196
(17)
(26)
4
157
2021
853
(13)
989
30
1 181
3 040
2020
211
(63)
–
5
153
2020
2 476
288
(2 007)
100
(233)
624
2019
153
(140)
9
9
31
2019
2 291
813
(2 391)
71
(370)
414
Actuarial assumptions and sensitivity analysis
Actuarial assumptions
Assumptions regarding future mortality are set based on actuarial advice in accordance with published statistics and experience in each country.
The discount rates and mortality tables used for the significant plans:
United States
Germany
United Kingdom(1)
Total weighted average for all countries
(1) Tables are adjusted with 1.5% long-term rate of improvement.
Discount rate %
2021
2.4
0.9
1.9
2.2
2020
1.9
0.4
1.3
1.7
Mortality table
2021
Pri–2012 w/MP–2020
mortality projection scale
Heubeck 2018G
CMI 2020
The principal actuarial weighted average assumptions used for determining the defined benefit obligation:
%
Discount rate for determining present values
Annual rate of increase in future compensation levels
Pension growth rate
Inflation rate
Healthcare costs trend rate assumed for next year(1)
Healthcare cost trend rate assumed for next year (excluding post-employment dental benefits)(1)
Terminal growth rate(1)
Year that the rate reaches the terminal growth value(1)
Weighted average duration of defined benefit obligations
(1) Actuarial assumptions used for determining the defined benefit obligation - United States.
2021
2.2
2.0
0.4
1.8
8.6
8.9
4.4
2029
10 yrs
2020
1.7
1.9
0.3
1.8
4.9
5.0
4.4
2028
11 yrs
Sensitivity analysis
When calculating the sensitivity of the defined benefit obligation to significant actuarial assumptions, the present value of the defined benefit
obligation is calculated using the projected unit credit method. The sensitivity analyses are based on a change in an assumption while holding
all other assumptions constant and may not be representative of the actual impact of changes. If more than one assumption is changed
simultaneously, the combined impact of changes would not necessarily be the same as the sum of the individual changes. If the assumptions
change to a different level compared with that presented, the effect on the defined benefit obligation may not be linear. Increases and decreases
in the principal assumptions, which are used in determining the defined benefit obligation, do not have a symmetrical effect on the defined
benefit obligation primarily due to the compound interest effect created when determining the net present value of the future benefit.
The sensitivity of the defined benefit obligation to changes in the principal assumptions:
Discount rate for determining present values
Annual rate of increase in future compensation levels
Pension growth rate
Inflation rate
Healthcare cost trend rate
Life expectancy
Change in assumption
1.0%
1.0%
1.0%
1.0%
1.0%
1 year
Increase in assumption(1)
Decrease in assumption(1)
EURm
2 047
(121)
(468)
(530)
(17)
(998)
EURm
(2 480)
103
406
448
15
932
(1) Positive movement indicates a reduction in the defined benefit obligation; a negative movement indicates an increase in the defined benefit obligation.
Investment strategies
The overall pension investment objective of Nokia is to preserve or enhance the pension plans’ funded status through the implementation of an
investment strategy that maximizes return within the context of minimizing funded status risk. In formulating the asset allocation for the plans,
multiple factors are considered, including, but not limited to, the long-term risk and return expectations for a variety of asset classes as well as
current and multi-year projections of the pension plans’ demographics, benefit payments, contributions and funded status. Local trustee boards
are responsible for conducting Asset-Liability studies, when appropriate; overseeing the investment of plan assets; and monitoring and managing
associated risks under company oversight and in accordance with local law. The results of the Asset-Liability framework are implemented on a
plan level.
Nokia’s pension investment managers may use derivative financial instruments including futures contracts, forward contracts, options and
interest rate swaps to manage market risk. The performance and risk profile of investments is regularly monitored on a standalone basis as well
as in the broader portfolio context. One risk is a decline in the plan’s funded status as a result of the adverse performance of plan assets and/or
defined benefit obligations. The application of the Asset-Liability Model study focuses on minimizing such risks.
Disaggregation of plan assets
EURm
Equity securities
Fixed income securities
Insurance contracts
Real estate
Short-term investments
Private equity and other
Total
Total
2021
Quoted Unquoted
1 359
18 732
–
–
1 646
107
21 844
–
164
981
1 224
–
2 915
5 284
1 359
18 896
981
1 224
1 646
3 022
27 128
Quoted Unquoted
2020
%
5
1 198
70 18 666
–
101
738
130
100 20 833
4
4
6
11
110
139
793
1 094
173
2 546
4 855
Total
1 308
18 805
793
1 195
911
2 676
25 688
%
5
73
3
5
4
10
100
172
192
NOKIA IN 2021
NOKIA IN 2021
193
173
Financial statements
Notes to consolidated financial statements
continued
United States plan assets
The majority of Nokia’s United States pension plan assets are held in a master pension trust. The Opeb plan assets are held in two separate
trusts. The Pension & Benefits Investment Committee formally approves the target allocation ranges every few years on the completion of
the asset-liability study by external advisors and internal investment management. The overall United States pension plan asset portfolio,
as of 31 December 2021, reflects a balance of investments split of approximately 20/80 between equity, including alternative investments
for this purpose, and fixed income securities.
Most short-term investments including cash, equities and fixed-income securities have quoted market prices in active markets. Equity securities
represent investments in equity funds and direct investments, which have quoted market prices in an active market. Fixed income securities
represent direct investments in government and corporate bonds, as well as investments in bond funds, which have quoted market prices in
an active market. Insurance contracts are customary pension insurance contracts structured under domestic law in the respective countries.
Real estate investments are investments in commercial properties or real estate funds, which invest in a diverse range of real estate properties.
Short-term investments are liquid assets or cash, which are being held for a short period of time, with the primary purpose of controlling the
tactical asset allocation. Private equity net asset values (NAVs) are determined by the asset managers based on inputs such as operating results,
discounted future cash flows and market based comparable data. Private equity fair values reflect the latest available NAVs received from the
asset managers, reviewed by Nokia, and adjusted for subsequent cash flows.
Future cash flows
Contributions
Group contributions to the pension and other post-employment benefit plans are made to facilitate future benefit payments to plan participants.
The funding policy is to meet minimum funding requirements as set forth in the employee benefit and tax laws, as well as any such additional
amounts as Nokia may determine appropriate. Contributions are made to benefit plans for the sole benefit of plan participants. Employer
contributions expected to be paid in 2022 total EUR 76 million.
United States pension plans
Funding methods
Funding requirements for the three United States qualified defined benefit pension plans are determined by the applicable statutes, namely the
Employee Retirement Income Security Act of 1974 (ERISA), the Internal Revenue Code of 1986, and regulations issued by the Internal Revenue
Service (IRS). In determining funding requirements, ERISA allows assets to be either market value or an average value over a period of time; and
liabilities to be based on spot interest rates or average interest rates over a period of time. For the non-represented, represented and formerly
represented pension plans, Nokia does not foresee any future funding requirement for regulatory funding purposes, given the plans’ asset
allocation and the level of assets compared to liabilities.
Post-employment healthcare benefits for both non-represented and formerly union represented retirees are capped for those who retired on or
before 1 March 1990. The benefit obligation associated with this group of retirees is 94% of the total United States retiree healthcare obligation
as of 31 December 2021. The US government’s Medicare program is the primary payer for those aged 65 and older, comprising almost all
uncapped retirees.
Section 420 transfers
Section 420 of the U.S. Internal Revenue Code (Section 420) allows for the transfer of pension assets in excess of specified thresholds above the
plan’s funding obligation (excess pension assets) to a retiree health benefits account, a retiree life insurance account, or both, maintained within
the pension plan and to use the assets in such accounts to pay for, or to reimburse the employer for the cost of providing, applicable health or
life insurance benefits, each as defined in Section 420, for retired employees, and with respect to health benefits, their spouses and dependents.
Employers making such transfers are required to continue to provide healthcare benefits or life insurance coverage, as the case may be, for a
certain period of time (cost maintenance period) at levels prescribed by regulations.
For retirees who, when actively employed, were represented by the CWA or the IBEW, Nokia expects to fund the entire current retiree healthcare
and group life insurance obligations with Section 420 transfers from excess pension assets in the formerly represented pension plan. For retirees
who were not represented by the CWA or IBEW (non-represented retirees), Nokia expects to be able to fund some portion of the current retiree
group life insurance obligation with Section 420 transfers from excess pension assets in the non-represented pension plan. Section 420 is
currently set to expire on 31 December 2025.
Benefit payments
The following table summarizes expected benefit payments from the pension plans and other post-employment benefit plans until 2031.
Actual benefit payments may differ from expected benefit payments.
EURm
2022
2023
2024
2025
2026
2027-2031
Management
1 131
990
944
899
855
3 627
US Pension
Occupational
243
226
212
199
187
755
US Opeb
Other countries
Total
Supplemental
plans
25
24
24
23
23
102
Formerly union
represented
111
96
76
68
58
318
Non-union
represented
55
56
56
57
57
292
287
263
279
284
290
1 491
1 852
1 655
1 591
1 530
1 470
6 585
Benefits are paid from plan assets where there is sufficient funding available to the plan to cover the benefit obligation. Any payments in excess of
the plan assets are paid directly by Nokia. Direct benefit payments expected to be paid in 2022 total EUR 119 million.
26. Deferred revenue and other liabilities
Non-current
EURm
Deferred revenue(1)
Salaries, wages and social charges
Other
Total
Current
EURm
Deferred revenue(1)
Salaries, wages and social charges
VAT and other indirect taxes
Discounts without performance obligations
Accrued expenses related to customer projects
Other
Total
2021
305
46
85
436
2021
155
1 780
349
479
517
660
3 940
2020
460
45
36
541
2020
155
1 362
337
747
475
645
3 721
(1) Non-current deferred revenue of EUR 305 million (EUR 460 million in 2020) and current deferred revenue of EUR 155 million (EUR 155 million in 2020) relates to an IP licensing contract which
was determined to be a completed contract as defined in the transition guidance of IFRS 15, Revenue from Contracts with Customers.
Other accruals include accrued logistics, research and development, IT, interest and royalty expenses, as well as various amounts that are
individually insignificant.
174
194
NOKIA IN 2021
NOKIA IN 2021
195
175
Financial statements
Notes to consolidated financial statements
continued
27. Provisions
EURm
As of 1 January 2021
Translation differences
Reclassification
Charged to income statement:
Additions
Reversals
Total charged to income statement
Utilized during year(1)
As of 31 December 2021
Non-current
Current
Restructuring Warranty Litigation Environmental
441
1
(5)
221
(38)
183
(308)
312
156
156
220
1
–
197
(17)
180
(147)
254
19
235
73
2
(1)
81
(20)
61
(33)
102
14
88
113
8
–
36
(1)
35
(7)
149
133
16
Project Divestment- Material
liability
losses
130
276
–
3
–
–
related
49
–
(12)
22
(3)
19
(63)
235
124
111
12
(3)
9
–
46
43
3
35
(36)
(1)
(40)
89
13
76
Other
230
14
70
Total
1 532
29
52
141
(27)
114
(46)
382
143
239
745
(145)
600
(644)
1 569
645
924
(1) The utilization of restructuring provision includes items transferred to accrued expenses, of which EUR 69 million remained in accrued expenses as of 31 December 2021.
Restructuring provision
Nokia provides for the estimated cost to restructure when a detailed formal plan of restructuring has been completed, approved by management,
and announced. Restructuring costs consist primarily of personnel restructuring charges. The other main components are costs associated
with exiting real estate locations, and costs of terminating certain other contracts directly linked to the restructuring. As of 31 December 2021,
the restructuring provision amounted to EUR 312 million including personnel and other restructuring costs. The provision consists primarily of
amounts related to the announcements made by Nokia on 6 April 2016, 25 October 2018 and 16 March 2021. The majority of the restructuring
cash outflows is expected to occur over the next two years.
Warranty provision
Nokia provides for the estimated liability to repair or replace products under standard warranty at the time revenue is recognized. The provision is
an estimate based on historical experience of the level of repairs and replacements. Cash outflows related to the warranty provision are generally
expected to occur within the next 18 months.
Litigation provision
Nokia provides for the estimated future settlements related to litigation based on the probable outcome of the claims. Cash outflows related to
the litigation provision are inherently uncertain and generally occur over several periods. For a presentation of certain legal matters potentially
affecting Nokia, refer to Note 28, Commitments, contingencies and legal proceedings.
Environmental provision
Nokia provides for estimated costs of environmental remediation relating to soil, groundwater, surface water or sediment contamination
when Nokia becomes obliged, legally or constructively, to rectify the environmental damage, or to perform restorative work. The environmental
provision includes estimated costs to sufficiently clean and refurbish contaminated sites, to the extent necessary and, where necessary,
continue surveillance at sites where the environmental remediation exposure is less significant. Cash outflows related to the environmental
liability are inherently uncertain and generally occur over several periods.
Project loss provision
Nokia provides for onerous contracts based on the lower of the expected cost of fulfilling the contract and the expected cost of terminating the
contract. An onerous contract is a contract in which the unavoidable costs of meeting the obligations under the contract exceed the economic
benefits expected to be received under it. Project loss provisions relate to contracts with customers and are evaluated at a contract level.
The majority of the project loss provision utilization is expected to occur over the next two years.
Divestment-related provision
Nokia provides for indemnifications it is required to make to the buyers of its disposed businesses. Cash outflows related to the divestment-
related provision are inherently uncertain.
Material liability provision
Nokia recognizes the estimated liability for non-cancellable purchase commitments for inventory in excess of forecasted requirements at each
reporting date. Cash outflows related to the material liability provision are expected to occur over the next 12 months.
Other provisions
Nokia provides for various legal and constructive obligations such as indirect tax provisions, employee-related provisions other than restructuring
provisions and asset retirement obligations. Cash outflows related to other provisions are generally expected to occur over the next two years.
28. Commitments, contingencies and legal proceedings
Contractual obligations
EURm
Purchase obligations as of 31 December 2021(1)
Within 1 year Between 1 and 3 years Between 3 and 5 years More than 5 years
4 328
398
198
82
Total
5 006
(1) Includes inventory purchase obligations, service agreements and outsourcing arrangements.
Additionally, Nokia has committed lease contracts that have not yet commenced as of 31 December 2021. The future lease payments for these
non-cancellable lease contracts are EUR 31 million within five years and EUR 192 million thereafter.
As of 31 December 2021, Nokia has potential (undiscounted) future lease payments of EUR 718 million (EUR 468 million in 2020) relating to
extension options not expected to be exercised and EUR 48 million (EUR 51 million in 2020) relating to termination options expected to be
exercised that are not included in the lease liability.
Guarantees and other contingent commitments
EURm
Contingent liabilities on behalf of Group companies
Guarantees issued by financial institutions
Commercial guarantees(1)
Non-commercial guarantees
Corporate guarantees(2)
Commercial guarantees(1)
Non-commercial guarantees
Financing commitments
Customer finance commitments(3)
Venture fund commitments(4)
Other contingent liabilities and financing commitments(5)
Other guarantees and financing commitments
2021
2020
1 281
442
1 107
450
457
35
21
137
4
453
53
180
189
11
(1) In commercial guarantees, Nokia reports guarantees that are issued in the normal course of business to Nokia’s customers for the performance of Nokia’s obligations under supply
agreements, including tender bonds, performance bonds and warranty bonds.
(2) In corporate guarantees, Nokia reports guarantees with primary obligation that have been issued to Nokia’s customers and other third parties.
(3) Customer finance commitments are available under loan facilities negotiated with customers. Availability of the facility is dependent upon the borrower’s continuing compliance with the
agreed financial and operational covenants, and compliance with other administrative terms of the facility. The loan facilities are primarily available to fund capital expenditure relating to
purchases of network infrastructure equipment and services. Refer to Note 34, Financial risk management.
(4) As a limited partner in NGP Capital and certain other funds making technology-related investments, Nokia is committed to capital contributions and entitled to cash distributions according
to the respective partnership agreements and underlying fund activities.
(5) Other contingent liabilities and financing commitments exclude committed lease contracts that have not yet commenced and purchase obligations.
The amounts in the table above represent the maximum principal amount of commitments and contingencies, and these amounts do not reflect
management’s expected outcomes.
Legal matters
A number of Group companies are and will likely continue to be subject to various legal proceedings and investigations that arise from time to
time, including proceedings regarding intellectual property, product liability, sales and marketing practices, commercial disputes, employment
and wrongful discharge, antitrust, securities, health and safety, environmental, tax, international trade, privacy matters and compliance. As a
result, Nokia may incur substantial costs that may not be covered by insurance and could affect business and reputation. While management
does not expect any of the legal proceedings it is currently aware of to have a material adverse effect on Nokia’s financial position, litigation is
inherently unpredictable and Nokia may in the future incur judgments or enter into settlements that could have a material adverse effect on its
profitability and cash flows.
Litigation and proceedings
Mass labor litigation in Brazil
Nokia is defending against a number of labor claims in various Brazilian labor courts. Plaintiffs are former employees whose contracts were
terminated after Nokia exited from certain managed services contracts. The claims mainly relate to payments made under, or in connection with,
the terminated labor contracts. Nokia has closed the majority of the court cases through settlement or judgment.
Asbestos litigation in the United States
Nokia is defending approximately 300 asbestos-related matters, at various stages of litigation. The claims are based on premises liability,
products liability, and contractor liability. The claims also involve plaintiffs allegedly diagnosed with various diseases, including but not limited
to asbestosis, lung cancer, and mesothelioma.
176
196
NOKIA IN 2021
NOKIA IN 2021
197
177
Financial statements
Notes to consolidated financial statements
continued
Securities Class Action
A litigation was filed in 2019 against Nokia and certain executives in the United States relating to allegations of Nokia making false and misleading
statements and omissions concerning its progress of integration of Alcatel-Lucent, including compliance practices identified during the
integration process and disclosed in Nokia’s Annual Report on Form 20-F filed on 21 March 2019. In 2021, the court granted Nokia’s motion
to dismiss and, as no appeal was filed, the decision is final.
Intellectual property rights litigation
Continental
In 2019, Continental Automotive Systems (Continental) filed a lawsuit in the United States against Nokia and three other defendants relating to
an alleged breach of FRAND obligations and a refusal to license component suppliers. In 2020, all antitrust and state law claims were dismissed in
a district court in favor of Nokia and other defendants. Continental has filed a notice of appeal. In 2021, Continental also filed a lawsuit against
Nokia alleging breach of contract as well as seeking a declaratory judgment relating to certain FRAND licensing issues.
Daimler
In 2019, Nokia commenced patent infringement proceedings against Daimler in Germany regarding ten Nokia patents relevant to the 3G and
4G cellular standards used in Daimler’s connected cars. In 2020, one of the cases was referred to the Court of Justice of the European Union
on questions relating to standard essential patent litigation. In 2021, Nokia and Daimler announced that they have signed a patent licensing
agreement under which Nokia licenses mobile telecommunications technology to Daimler and receives payment in return. The parties have
agreed to settle all pending litigation between Daimler and Nokia, including the complaint by Daimler against Nokia to the European Commission.
Invalidation actions brought by Daimler’s suppliers and their respective complaints to the European Commission regarding Nokia’s licensing
practice continue.
Lenovo
In 2019 and 2020, Nokia filed patent infringement lawsuits against Lenovo in four countries, including United States, regarding 19 Nokia patents
used in Lenovo’s products. Lenovo responded with counterclaims and nullity proceedings, and in 2020, Lenovo filed an action in the United States
against Nokia alleging breach of RAND obligations and other claims. In 2021, Nokia concluded a multi-year, multi-technology patent cross-license
agreement with Lenovo. The agreement resolves all pending patent litigation and other proceedings between the two parties, in all jurisdictions.
Under the agreement, Lenovo will make a net balancing payment to Nokia.
Oppo
In 2021, Nokia commenced patent infringement proceedings against Oppo, OnePlus and Realme in several countries in Asia and Europe.
Across these actions, more than 30 patents are in suit, covering a mix of cellular standards and technologies such as connectivity, user interface
and security. Oppo responded by filing invalidation actions against certain Nokia patents, a number of patent infringement actions against
Nokia equipment in Germany and China and actions in China against Nokia relating to standard essential patent licensing issues.
29. Notes to the consolidated statement of cash flows
EURm
Adjustments for(1)
Depreciation and amortization
Share-based payments
Impairment charges
Restructuring charges(2)
Profit from non-current investments
Profit on sale of property, plant and equipment, net
Share of results of associated companies and joint ventures
Financial income and expenses
Income tax expense
Gain on the sale of businesses
Other operating income and expenses
Total
2021
2020
2019
1 095
108
40
183
(188)
(59)
(9)
240
273
–
30
1 713
1 132
76
246
454
(61)
(3)
(26)
167
3 254
–
28
5 267
1 660
81
102
397
(50)
(15)
(12)
283
140
(4)
45
2 627
(1) Includes continuing and discontinued operations.
(2) Adjustments represent the non-cash portion of the restructuring charges recognized in the consolidated income statement.
Nokia had no material non-cash investing or financing transactions in any of the years presented.
30. Group companies
The Group’s subsidiaries as of 31 December 2021:
Country of incorporation
Finland
Afghanistan
Algeria
Angola
Argentina
Armenia
Australia
Austria
Company name
Comptel Communications Oy
Comptel Oy
Nokia Innovations Oy
Nokia Investments Oy
Nokia Solutions and Networks Asset Management Oy
Nokia Solutions and Networks Branch Operations Oy
Nokia Solutions and Networks Oy
Nokia Technologies Oy
Nokia Teknologia Oy
Vertu Holdings Oy
Nokia Siemens Networks Afghanistan LLC
Nokia Siemens Networks Algérie SARL
Alcatel-Lucent Angola, Limitada
Nokia Solutions and Networks Argentina S.A.
Nokia Solutions and Networks CJSC
Nokia Services Pty Limited
Nokia Solutions and Networks Australia Pty Ltd
Radio Frequency Systems Pty Limited
IRIS Telecommunication Austria GmbH
Nokia Solutions and Networks Holding Österreich GmbH
Nokia Solutions and Networks Österreich GmbH
Nokia Solutions and Networks Baku LLC
Nokia Solutions and Networks Bangladesh Limited
Nokia Solutions and Networks LLC
Nokia Bell NV
Alcatel-Lucent Benin SA
Nokia Solutions and Networks Bolivia S.A.
Azerbaijan
Bangladesh
Belarus
Belgium
Benin
Bolivia
Bosnia and Herzegovina Nokia Solutions and Networks d.o.o. Banja Luka
Brazil
Bulgaria
Cabo Verde
Cameroon
Canada
Chile
China
Nokia Solutions and Networks d.o.o., Sarajevo
Alcatel Submarine Networks Brazil Ltda.
Nokia Solutions and Networks do Brasil Telecomunicações Ltda.
RFS Brasil Telecomunicacoes Ltda
Comptel Communications EOOD
Nokia Solutions and Networks EOOD
Alcatel-Lucent Submarine Networks (Cabo Verde), Lda
Societe de Telecommunication Camerounaise – Sotelcam
Nokia Canada Inc.
Nokia Solutions and Networks Chile Ltda.
Alcatel-Lucent Shanghai Bell Information Products Co., Ltd.
Hunan Huanuo Technology Co. Ltd.
Lucent Technologies Investment Co. Ltd.
Lucent Technologies Nanjing Telecommunications Co., Ltd.
Lucent Technologies Qingdao Telecommunications Enterprises Co., Ltd.
Lucent Technologies Qingdao Telecommunications Systems Ltd.
Nokia (Shanghai) Enterprise Management Co., Ltd.
Nokia Networks (Chengdu) Co.,Ltd.
Nokia Shanghai Bell Co., Ltd.(1)
Nokia Shanghai Bell Software Co., Ltd.
Nokia Solutions and Networks (Suzhou) Co., Ltd.
Nokia Solutions and Networks (Suzhou) Supply Chain Service Co., Ltd.
Nokia Solutions and Networks Investment (China) Co. Ltd.
Nokia Solutions and Networks System Technology (Beijing) Co., Ltd.
Nokia Technologies (Beijing) Co., Ltd.
RFS Radio Frequency Systems (Shanghai) Co., Ltd.
RFS Radio Frequency Systems (Suzhou) Co., Ltd.
Parent
holding %
–
–
100.0
100.0
–
–
100.0
100.0
100.0
100.0
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
Group ownership
interest %
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
50.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
50.0
100.0
100.0
100.0
99.6
100.0
100.0
50.0
50.0
100.0
100.0
100.0
51.0
100.0
50.0
50.0
50.0
100.0
100.0
100.0
50.0
100.0
50.0
50.0
178
198
NOKIA IN 2021
NOKIA IN 2021
177
179
Financial statements
Notes to consolidated financial statements
continued
Country of incorporation
Colombia
Costa Rica
Croatia
Czech Republic
Denmark
Dominican Republic
Ecuador
Egypt
El Salvador
Estonia
France
Germany
Greece
Guatemala
Honduras
Hong Kong
Hungary
India
Indonesia
Iran
Company name
Nokia Solutions and Networks Colombia Ltda.
Alcatel Centroamerica S.A.
Nokia Costa Rica S.A.
Nokia Solutions and Networks d.o.o.
Nokia Solutions and Networks Czech Republic, s.r.o.
Alcatel Submarine Networks Denmark ApS
Nokia Denmark A/S
Nokia Dominican Republic, S.A.S.
Nokia Solutions and Networks Ecuador S.A.
Nokia Egypt S.A.E.
Nokia El Salvador, S.A. de C.V.
Nokia Solutions and Networks OÜ
Alcatel Lucent
Alcatel Submarine Networks
Alcatel Submarine Networks Marine
Alcatel-Lucent International
Alcatel-Lucent Participations
Alcatel-Lucent Participations Chine
Antelec
Camilec
Evolium
IRIS Telecommunication France
Radio Frequency Systems France
Alcatel SEL Unterstützungs GmbH
ATG Germany GmbH
IRIS Telecommunication GmbH
Nokia Asset Verwaltungsgesellschaft mbH
Nokia Display Technics GmbH i.L.
Nokia Electronics Bochum GmbH i.L.
Nokia Kunststofftechnik GmbH i.L.
Nokia Solutions and Networks GmbH & Co. KG
Nokia Solutions and Networks International Holding GmbH
Nokia Solutions and Networks Management GmbH
Nokia Technology GmbH
Nokia Unterstützungsgesellschaft GmbH
Radio Frequency Systems GmbH
RFS Holding GmbH
Nokia Solutions and Networks Hellas Single Member S.A.
Nokia Operations de Guatemala, S.A.
Nokia Solutions and Networks Honduras, S.A.
Alcatel Submarine Networks Hong Kong Limited
Nokia Hong Kong Limited
Nokia Shanghai Bell (Hong Kong) Limited
OZ Communications HK Limited
Nokia Solutions and Networks Kft.
Nokia Solutions and Networks TraffiCOM Kft.
Alcatel-Lucent India Limited
Alcatel-Lucent Managed Solutions India Private Limited
C-Dot Alcatel-Lucent Research Centre Private Limited
Comptel Communications India Private Limited
Mformation Software Technologies India Pvt Ltd
Nokia India Private Limited
Nokia Solutions and Networks India Private Limited
RFS India Telecom Private Limited
P.T. Lucent Technologies Network Systems Indonesia
PT Nokia Solutions and Networks Indonesia
Pishahang Communications Networks Development Company (Private Joint Stock)
Parent
holding %
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
100.0
–
–
–
–
–
Group ownership
interest %
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
50.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
50.0
50.0
100.0
100.0
100.0
100.0
100.0
50.0
100.0
100.0
99.0
100.0
100.0
51.0
100.0
100.0
100.0
100.0
50.0
100.0
100.0
90.0
Country of incorporation
Ireland
Israel
Italy
Jamaica
Japan
Kazakhstan
Kenya
Kuwait
Lao Peoples Democratic
Company name
Nokatus Insurance Company Designated Activity Company (DAC)
Nokia Ireland Limited
Nokia Solutions and Networks Ethernet Services Ltd.
Nokia Solutions and Networks Israel Ltd.
Nokia Solutions and Networks Italia S.p.A.
Nokia Solutions and Networks S.p.A.
RFS Italia SRL
Nokia Jamaica Limited
Nokia Innovations Japan G.K.
Nokia Solutions and Networks Japan G.K.
"Nokia Solutions and Networks Kazakhstan" LLP
Alcatel-Lucent East Africa Limited
Nokia Solutions and Networks Kuwait Company W.L.L
Republic
Latvia
Lithuania
Malaysia
Mexico
Moldova
Morocco
Myanmar
Netherlands
New Zealand
Nicaragua
Nigeria
Norway
Pakistan
Paraguay
Peru
Philippines
Poland
Portugal
Puerto Rico
Romania
Russia
Nokia Shanghai Bell Lao Sole Co. Ltd.
Nokia Solutions and Networks SIA
UAB Nokia Solutions and Networks
Comptel Communications Sdn Bhd
Nokia Services and Networks Malaysia Sdn. Bhd.
Nokia Operations de México S.A. de C.V.
Radio Frequency Systems de Mexico S.A. de C.V.
"Nokia Solutions and Networks" S.R.L.
Nokia Solutions and Networks Morocco SARL
Nokia Solutions and Networks Myanmar Limited
Alcatel-Lucent RT International B.V.
Alcatel-Lucent Services International B.V.
Nokia Solutions and Networks B.V.
Nokia Solutions and Networks Nederland B.V.
SRA Computer C.V.
Nokia New Zealand Limited
Lucent Technologies Nicaragua, S.A.
Nokia Solutions and Networks Nicaragua S.A.
Alcatel-Lucent Nigeria Limited
Nokia Solutions and Networks Nigeria Ltd.
Alcatel Submarine Networks Norway AS
Nokia Solutions and Networks Norge AS
Alcatel-Lucent Pakistan Limited
Nokia Solutions and Networks Pakistan (Private) Limited
Nokia Paraguay S.A.
Nokia Solutions and Networks Peru S.A.
Comptel Palvelut Philippines Inc.
Lucent Technologies Philippines Inc.
Nokia Shanghai Bell Philippines, Inc.
Nokia Solutions and Networks Philippines, Inc.
Nokia Technology Center Philippines, Inc.
IRIS Telecommunication Poland sp. z o.o.
Nokia Solutions and Networks Sp. z.o.o
Alcatel-Lucent Portugal, S.A.
Nokia Solutions and Networks Portugal S.A.
Nokia Puerto Rico Inc.
Nokia Networks S.R.L.
AO “Nokia Solutions and Networks”
Nokia Training Center, Russian Federation
OOO “Nokia Solutions and Networks”
OOO “RTK – Network Technologies”
Parent
holding %
100.0
–
–
–
–
–
–
–
–
–
–
–
–
Group ownership
interest %
100.0
100.0
100.0
100.0
100.0
100.0
50.0
100.0
100.0
100.0
100.0
100.0
49.0
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
50.0
100.0
100.0
100.0
100.0
100.0
50.0
100.0
100.0
100.0
50.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
90.0
100.0
100.0
100.0
100.0
100.0
50.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
99.2
100.0
66.0
100.0
49.0
180
178
NOKIA IN 2021
NOKIA IN 2021
179
181
Financial statements
Notes to consolidated financial statements
continued
Country of incorporation
Saudi Arabia
Senegal
Serbia
Singapore
Slovakia
South Africa
South Korea
Spain
Sri Lanka
Sweden
Switzerland
Taiwan
Tanzania
Thailand
Tunisia
Turkey
Ukraine
United Arab Emirates
United Kingdom
Company name
Alcatel-Lucent Saudi Arabia Co., Ltd.
Nokia Arabia Limited
Nokia West and Central Africa SA
Nokia Solutions and Networks Serbia d.o.o. Beograd
Nokia Solutions and Networks Singapore Pte. Ltd.
Radio Frequency Systems (S) Pte Ltd
Nokia Slovakia, A.S.
Nokia Solutions and Networks, telekomunikacijske resitve, d.o.o.
Nokia Solutions and Networks South Africa Pty. Ltd.
Nokia South Africa (Pty) Ltd
Radio Frequency Systems (Africa) Pty Ltd
Nokia Solutions and Networks Korea Ltd.
Nokia Spain, S.A.
Nokia Transformation, Engineering & Consulting Services Spain S.L.U.
Nokia Solutions and Networks Lanka (Private) Limited
Nokia Solutions and Networks AB
Alcatel-Lucent Trade International AG
Nokia Solutions and Networks Schweiz AG
Nokia Solutions and Networks Taiwan Co., Ltd.
Taiwan International Standard Electronics Limited
Nokia Solutions and Networks Tanzania Limited
Lucent Technologies Networks (Thailand) Limited
Nokia (Thailand) Co., Ltd.
Nokia Solutions and Networks CCC
Nokia Solutions and Networks Tunisia SA
Alcatel Lucent Teletas Telekomunikasyon A.S.
IRIS Telekomünikasyon Mühendislik Hizmetleri A.S.
Nokia Solutions Networks Iletisim A.S.
Alcatel-Lucent Ukraine SC
LLC "Nokia Solutions and Networks Ukraine"
Alcatel Lucent Middle East North Africa DMCC
Nokia Solutions and Networks MEA FZ-LLC
Alcatel IP Networks Limited
Alcatel Submarine Networks UK Ltd
Alcatel-Lucent Centro Caribbean Holding Limited
Alcatel-Lucent UK Limited
Apertio Ltd.
Comptel Communications Holdings Limited
Comptel Communications Limited
Epistrophe Limited
Europe*Star Limited
IRIS Service Delivery UK Ltd
Mesaplexx Limited
Nokia Solutions and Networks UK Limited
Nokia Technologies (UK) Limited
Nokia UK Limited
R.F.S. (UK) Limited
STC
Symbian Limited
Parent
holding %
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
Group ownership
interest %
100.0
100.0
100.0
100.0
100.0
50.0
100.0
100.0
100.0
69.9
50.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
60.0
100.0
27.0
100.0
100.0
100.0
65.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
95.0
100.0
100.0
100.0
100.0
100.0
50.0
100.0
100.0
Country of incorporation
United States
Uruguay
Uzbekistan
Venezuela
Vietnam
Company name
Alcatel Submarine Networks USA Inc.
Alcatel-Lucent International Holdings Inc.
Bell Laboratories Inc.
Elenion Technologies LLC
ETA Devices, Inc.
Intellisync LLC
Lucent Technologies GRL LLC
MRAC, Inc.
Nassau Metals Corporation
Nokia Apps Distribution LLC
Nokia Federal Solutions LLC
Nokia Innovations US LLC
Nokia Investment Management Corporation
Nokia of America Corporation
Nokia US Holdings Inc.
Radio Frequency Systems, Inc.
SAC AE Design Group, Inc.
SAC Wireless of CA, Inc.
SAC Wireless, LLC
Western Electric Company Incorporated
Western Electric International Incorporated
Zyzyx, Inc.
Nokia Uruguay S.A.
Nokia Solutions and Networks Tashkent LLC
Alcatel de Venezuela C.A.
Nokia Solutions and Networks Venezuela C.A.
Alcatel-Lucent Vietnam Limited
Nokia Solutions and Networks Technical Services Vietnam Company Limited
Parent
holding %
–
–
–
–
–
100.0
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
Group ownership
interest %
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
50.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
(1) Nokia Shanghai Bell Co., Ltd. is the parent company of the Nokia Shanghai Bell Group of which the Nokia Group owns 50% plus one share with China Huaxin, an entity controlled by the Chinese
government, holding the remaining ownership interests. Refer to Note 31, Significant partly-owned subsidiaries.
The Group’s associated companies as of 31 December 2021:
Country of incorporation
Finland
Austria
China
Cuba
France
Germany
Hong Kong
Netherlands
Nigeria
Poland
Saudi Arabia
Singapore
Turkey
United States
Company name
HMD Global Oy
TETRON Sicherheitsnetz Errichtungs-und BetriebsgmbH
Alcatel Shenyang Telecommunication Co., Ltd.
Fujian FUNO Mobile Communication Technology Co.,Ltd
Shanghai Alcatel Network Support Systems Co., Ltd.
Zhejiang Bell Technical Co., Ltd.
Copal, S.A.
Cibair S.A.S.
III – V LAB
Logistics Warehousing Systems GmbH
TD Tech Holding Limited
MobiRail V.O.F.
ITT Nigeria Limited
Nexera Holding Sp. Z.o.o.
Nokia Solutions and Networks Al-Saudia Co. Limited
Innovis Holdings Pte
Noksel Celik Boru Sanayi A.S.
Thales Rail Signalling Solutions S.L.U. ve Alcatel Lucent Teletas A.S. Is Ortakligi
MobileMedia Ideas LLC
Provenance Asset Group Holdings LLC
Nokia Corporation has one branch Nokia Oyj, Succursale de Lancy, which is located in Switzerland.
Parent
holding %
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
20.0
–
–
–
Group ownership
interest %
10.0
35.0
27.5
49.0
25.5
20.0
49.0
19.0
40.0
20.0
51.0
50.0
40.0
14.4
49.0
8.4
20.0
25.6
40.0
15.0
182
180
NOKIA IN 2021
NOKIA IN 2021
181
183
Financial statements
Notes to consolidated financial statements
continued
31. Significant partly-owned subsidiaries
Nokia holds an ownership interest of 50% plus one share in Nokia Shanghai Bell’s parent company, Nokia Shanghai Bell Co., Ltd. (NSB), with
China Huaxin Post & Telecommunication Economy Development Center (China Huaxin) holding the remaining ownership interests. Nokia applied
judgment to conclude that it is able to control NSB based on an assessment of various factors including the ability to nominate key management
personnel, decision-making related to the management of NSB operations and Nokia’s exposure to variable returns from NSB.
In 2017, Nokia entered into a contractual arrangement providing China Huaxin with the right to fully transfer its ownership interest in NSB to Nokia
and Nokia with the right to purchase China Huaxin’s ownership interest in NSB in exchange for a future cash settlement. To reflect this, Nokia
derecognized the non-controlling interest balance related to NSB and recognized a financial liability based on the estimated future cash settlement.
The financial liability is measured based on the expected future cash settlement to acquire the non-controlling interest in NSB. The measurement
of the financial liability is complex as it involves estimation of the option exercise price and the distribution of excess cash balances upon exercise.
In 2021, Nokia increased the value of the financial liability to reflect a change in estimate of the future cash settlement resulting in the recognition
of a EUR 33 million loss (EUR 79 million gain in 2020) in financial income and expenses. As of 31 December 2021, the expected future cash
settlement amounted to EUR 504 million (EUR 420 million in 2020).
Financial information for the Nokia Shanghai Bell Group(1):
EURm
Summarized income statement
Net sales(2)
Operating loss
Loss for the year
Loss for the year attributable to:
Equity holders of the parent
Non-controlling interests(3)
Summarized statement of financial position
Non-current assets
Non-current liabilities
Non-current net assets
Current assets(4)
Current liabilities
Current net assets
Net assets(5)
Non-controlling interests(3)
Summarized statement of cash flows
Net cash from operating activities
Net cash used in investing activities
Net cash used in financing activities(6)
Translation differences
Net increase/(decrease) in cash and cash equivalents
2021
2020
1 174
(8)
(24)
(24)
–
575
(161)
414
2 144
(1 284)
860
1 274
–
143
0
(82)
67
128
1 376
(3)
(14)
(14)
–
577
(150)
427
1 984
(1 228)
756
1 183
–
189
(26)
(376)
(1)
(214)
(1) Financial information for the Nokia Shanghai Bell Group is presented before elimination of intercompany transactions with the rest of the Group but after elimination of intercompany
transactions between entities within the Nokia Shanghai Bell Group.
Includes EUR 61 million (EUR 104 million in 2020) net sales to other Group entities.
(2)
(3) Based on the contractual arrangement with China Huaxin, Nokia does not recognize any non-controlling interest in NSB.
(4) Includes a total of EUR 733 million (EUR 604 million in 2020) of cash and cash equivalents.
(5) The distribution of the profits of NSB requires the passing of a special resolution by more than two-thirds of its shareholders, subject to a requirement that at least 50% of the after-tax
distributable profits are distributed as dividends each year.
(6) Includes EUR 144 million dividend paid to China Huaxin in 2020.
32. Investments in associated companies and joint ventures
EURm
Net carrying amount as of 1 January
Translation differences
Acquisitions and additions(1)
Disposals and deductions
Impairments(2)
Share of results(2)
Dividends
Net carrying amount as of 31 December
2021
233
12
3
(6)
–
9
(8)
243
2020
165
(10)
68
(7)
(4)
26
(5)
233
(1) In 2020, Nokia acquired an ownership interest in HMD Global Oy as a result of the equity conversion of the convertible loan. For more information, refer to Note 33, Related party transactions.
(2) In 2020, impairments and share of results are presented in the share of results of associated companies and joint ventures line in the consolidated income statement.
Shareholdings in associated companies and joint ventures comprise investments in unlisted companies.
33. Related party transactions
Nokia has related party transactions with pension funds, associated companies and joint ventures, and the management and the Board of
Directors. Transactions and balances with companies over which Nokia exercises control are eliminated on consolidation. Refer to Note 2,
Significant accounting policies, and Note 30, Principal Group companies.
Transactions with pension funds
Nokia has borrowings of EUR 40 million (EUR 43 million in 2020) from Nokia Unterstützungsgesellschaft mbH, Nokia’s German pension fund,
a separate legal entity. The loan bears interest at the rate of 6% per annum and its duration is pending until further notice by the loan
counterparties even though they have the right to terminate the loan with a 90-day notice. In 2020, an amendment in the loan agreement
was reached allowing an off-set to the loan balance of contributions, interest and benefit payments paid. The loan is included in short-term
interest-bearing liabilities in the consolidated statement of financial position. For more information on Nokia’s pension plans, refer to Note 25,
Pensions and other post-employment benefits.
Transactions with associated companies and joint ventures
EURm
Share of results
Dividend income
Share of shareholders’ equity
Sales
Purchases
Trade receivables
Trade payables
2021
9
8
243
87
(144)
45
(29)
2020
22
5
233
115
(177)
31
(26)
2019
12
6
165
153
(193)
22
(38)
Nokia has a financing commitment of EUR 4 million (EUR 6 million in 2020) to an associated company.
In 2016, Nokia engaged in a strategic agreement with HMD Global Oy based on which Nokia determined that it exercised significant influence over
HMD Global Oy despite holding no voting power in it. The agreement covers branding rights and intellectual property licensing to grant HMD Global
Oy an exclusive global license to create Nokia-branded mobile phones and tablets for ten years. In 2019, Nokia granted a convertible loan of
EUR 60 million to HMD Global Oy containing both a mandatory equity conversion element, and a call option held by Nokia, to convert the loan
into equity interest in HMD Global Oy. In 2020, Nokia acquired an ownership interest in HMD Global Oy as a result of the equity conversion of the
convertible loan and recorded an investment in associated companies of EUR 63 million.
Management compensation
Compensation information for the President and CEO:
EUR
2021
Pekka Lundmark
2020
Pekka Lundmark, from 1 August 2020
Rajeev Suri, until 31 July 2020(3)
2019
Rajeev Suri
Base
salary/fee
Cash
incentive
payments
Share-
based payment
expenses(1)
Pension
expenses
Total(2)
1 300 000
2 975 781
4 263 505
589 873
9 129 159
541 667
759 365
573 068
945 697
1 063 164
1 276 825
211 050
341 591
2 388 949
3 323 478
1 300 000
637 163
2 265 547
353 846
4 556 556
(1) Represents the expense for all outstanding equity grants recorded during the year.
(2) Additionally, the CEO has received EUR 35 731 (EUR 80 244 in 2020 and EUR 118 619 in 2019) other compensation such as telephone, car, driver, mobility, tax compliance support and
medical insurance.
(3) Upon stepping down from his role as CEO in 2020, Nokia recorded termination benefits, EUR 5 122 317, for Rajeev Suri according to terms of his exit agreement. During 2021, the details of
Rajeev Suri’s exit agreement were revised and incentive payout factor was finalized, resulting into a credit of EUR 96 201 recorded to the income statement in 2021.
Total remuneration awarded to the Group Leadership Team for their time as members of the Group Leadership Team:
EURm
Short-term benefits
Post-employment benefits(1)
Share-based payments
Termination benefits(2)
Total
2021
20
2
12
–
34
2020
27
2
9
10
48
2019
24
1
8
–
33
(1) The members of the Group Leadership Team participate in the local retirement programs applicable to employees in the country where they reside.
(2) Includes both termination payments and payments made under exceptional contractual arrangements for lapsed equity awards.
184
200
NOKIA IN 2021
NOKIA IN 2021
201
185
Financial statements
Notes to consolidated financial statements
continued
Board of Directors’ compensation
The annual remuneration paid to the members of the Board of Directors, as decided by the Annual General Meetings in the respective years:
2021
Annual
Meeting
fee(1)
EUR
440 000
200 000
200 000
185 000
185 000
–
195 000
–
–
–
175 000
190 000
1 770 000
fees(2)
EUR
–
7 000
7 000
7 000
7 000
–
7 000
–
–
–
7 000
9 000
51 000
Shares
received(3)
number
43 711
19 868
19 868
18 378
18 378
–
19 372
–
–
–
17 385
18 875
Annual
fee(1)
EUR
440 000
185 000
190 000
175 000
175 000
–
195 000
175 000
–
–
160 000
190 000
1 885 000
2020
Meeting
fees
EUR
5 000
11 000
22 000
–
20 000
–
17 000
17 000
11 000
–
11 000
17 000
131 000
Shares
received(3)
number
48 523
20 401
20 953
19 299
19 299
–
21 504
19 299
–
–
17 644
20 953
Annual
fee(1)
EUR
185 000
160 000
190 000
–
175 000
–
195 000
175 000
175 000
440 000
160 000
190 000
2 045 000
2019
Meeting
fees
EUR
12 000
12 000
27 000
–
22 000
22 000
20 000
25 000
14 000
–
–
20 000
174 000
Shares
received(3)
number
16 261
14 063
16 700
–
15 382
–
17 140
15 382
15 382
38 675
14 063
16 700
Sari Baldauf, Chair
Kari Stadigh, Vice Chair(4)
Bruce Brown(4)(5)
Thomas Dannenfeldt(5)(6)
Jeanette Horan(5)(6)
Louis R. Hughes
Edward Kozel(5)(6)
Elizabeth Nelson
Olivier Piou
Risto Siilasmaa
Søren Skou(4)
Carla Smits-Nusteling(6)
Total
(1) Annual fees consist of Board member fees and Committee chair and member fees.
(2) Meeting fees include all meeting fees paid for the term that ended at the Annual General Meeting held on 8 April 2021, and meeting fees accrued and paid in 2021 for the term that began at
the same meeting.
(3) Approximately 40% of each Board member’s annual compensation is paid in Nokia shares purchased from the market, and the remaining approximately 60% is paid in cash.
(4) Annual fees in 2021 include EUR 30 000 for Bruce Brown as Chair and EUR 15 000 for Søren Skou and Kari Stadigh as members of the Personnel Committee.
(5) Annual fees in 2021 include EUR 20 000 for Edward Kozel as Chair and EUR 10 000 for Bruce Brown, Thomas Dannenfeldt and Jeanette Horan as members of the Technology Committee.
(6) Annual fees in 2021 include EUR 30 000 for Carla Smits-Nusteling as Chair and EUR 15 000 for Thomas Dannenfeldt, Jeanette Horan, and Edward Kozel as members of the Audit Committee.
Transactions with the Group Leadership Team and the Board of Directors
No loans were granted to the members of the Group Leadership Team and the Board of Directors in 2021, 2020 or 2019.
Terms of termination of employment of the President and CEO
Rajeev Suri stepped down from his position as President and CEO on 31 July 2020. Nokia’s Board of Directors appointed Pekka Lundmark as
President and CEO of Nokia and he started in his new role on 1 August 2020.
The President and CEO, Pekka Lundmark, may terminate his service agreement at any time with 12 months’ prior notice. The President and CEO
would either continue to receive salary and benefits during the notice period or, at Nokia’s discretion, a lump sum of equivalent value. Additionally,
the President and CEO would be entitled to any short- or long-term incentives that would normally vest during the notice period. Any unvested
equity awards would be forfeited after termination.
In the event that the President and CEO terminates his service agreement based on a final arbitration award demonstrating Nokia’s material
breach of the service agreement, he is entitled to a severance payment equaling up to 12 months of compensation, including annual base salary,
benefits and target incentive. Any unvested equity awards would be forfeited after termination.
34. Financial risk management
General risk management principles
We have a systematic and structured approach to risk management. Key risks and opportunities are primarily identified against business targets
either in business operations or as an integral part of strategy and financial planning. Risk management covers strategic, operational, financial,
compliance and hazard risks. Key risks and opportunities are analyzed, managed and monitored as part of business performance management
with the support of risk management personnel and the centralized Enterprise Risk Management function. The principles documented in the Nokia
Enterprise Risk Management Policy, which is approved by the Audit Committee of the Board, require risk management and its elements to be
integrated into key processes. One of the core principles is that the business or function head is also the risk owner, although all employees are
responsible for identifying, analyzing and managing risks, as appropriate, given their roles and duties. Our overall risk management concept is
based on managing the key risks that would prevent us from meeting our objectives, rather than solely focusing on eliminating risks. In addition
to the principles defined in the Nokia Enterprise Risk Management Policy, other key policies and operating procedures reflect the implementation
of specific aspects of risk management, including financial risk management.
Financial risks
The objective for treasury activities is to guarantee sufficient funding at all times and to identify, evaluate and manage financial risks. Treasury
activities support this aim by mitigating the adverse effects on the profitability of the underlying business caused by fluctuations in the financial
markets, and by managing the capital structure by balancing the levels of liquid assets and financial borrowings. Treasury activities are governed
by the Nokia Treasury Policy approved by the President and CEO, which provides principles for overall financial risk management and determines
the allocation of responsibilities for financial risk management activities. Operating procedures approved by the Chief Financial Officer (CFO) cover
specific areas such as foreign exchange risk, interest rate risk, credit risk and liquidity risk as well as the use of derivative financial instruments
in managing these risks. Nokia is risk averse in its treasury activities.
Financial risks are divided into market risk covering foreign exchange risk and interest rate risk; credit risk covering business-related credit risk
and financial credit risk; and liquidity risk.
Market risk
Foreign exchange risk
Nokia operates globally and is exposed to transaction and translation foreign exchange risks. The objective of foreign exchange risk management
is to mitigate adverse impacts from foreign exchange fluctuations on Nokia’s profitability and cash flows. Treasury applies a global portfolio
approach to manage foreign exchange risks within approved guidelines and limits.
Transaction risk arises from foreign currency denominated assets and liabilities together with foreign currency denominated future cash flows.
Transaction exposures are managed in the context of various functional currencies of Group companies. Material transactional foreign exchange
exposures are hedged, unless hedging would be uneconomical due to market liquidity and/or hedging cost. Exposures are defined using
transaction nominal values. Exposures are mainly hedged with derivative financial instruments, such as foreign exchange forward contracts
and foreign exchange options with most of the hedging instruments having a duration of less than a year.
Layered hedging approach is typically used for hedging of highly probable forecast foreign currency denominated cash flows with quarterly
hedged items defined based on set hedge ratio ranges for each successive quarter. Hedged items defined for successive quarters are hedged
with foreign exchange forward contracts and foreign exchange options with a hedge ratio of 1:1. Hedging level ranges are adjusted on a monthly
basis including hedging instrument designation and documentation as appropriate. In case hedges exceed the hedge ratio range for any specific
quarter, the hedge portfolio for that specific quarter is adjusted accordingly.
In certain cases, mainly related to long-term construction projects, Nokia applies fair value hedge accounting for foreign exchange risk with the
objective to reduce the exposure to fluctuations in the fair value of the related firm commitments due to changes in foreign exchange rates.
Exposures are mainly hedged with foreign exchange forward contracts with most of the hedging instruments matching the duration of the
underlying projects. Nokia continuously manages the portfolio of hedging instruments to ensure appropriate alignment with the portfolio of
hedged items at a hedging ratio of 1:1.
As Nokia has entities where the functional currency is other than the euro, the shareholders’ equity is exposed to fluctuations in foreign exchange
rates. Changes in shareholders’ equity caused by movements in foreign exchange rates are shown as currency translation differences in the
consolidated financial statements. The risk management strategy is to protect the euro counter value of the portion of this exposure expected
to materialize as foreign currency repatriation cash flows in the foreseeable future. Exposures are mainly hedged with derivative financial
instruments, such as foreign exchange forward contracts and foreign exchange options with most of the hedging instruments having a duration
of less than a year. Hedged items are defined based on conservative expectations of repatriation cash flows based on a range of considerations.
Net investment exposures are reviewed, hedged items designated, and hedging levels adjusted at minimum on a quarterly basis with a hedge ratio
of 1:1. Additionally, hedging levels are adjusted whenever there are significant events impacting expected repatriation cash flows.
The foreign exchange risk arising from foreign currency denominated interest-bearing liabilities is primarily hedged using cross-currency swaps
that are also used to manage Nokia’s interest rate profile (refer to the interest rate risk section below).
Notional amounts in currencies that represent a significant portion of the currency mix in outstanding financial instruments and other hedged
items as of 31 December:
EURm
2021
Foreign exchange exposure designated as hedged item for cash flow hedging, net(1)
Foreign exchange exposure designated as hedged item for fair value hedging for FX risk, net(2)
Foreign exchange exposure designated as hedged item for net investment hedging(3)
Foreign exchange exposure from interest-bearing liabilities(4)
Foreign exchange exposure from items on the statement of financial position,
excluding interest-bearing liabilities, net
Other foreign exchange derivatives, carried at fair value through profit and loss, net(5)
EURm
2020
Foreign exchange exposure designated as hedged item for cash flow hedging, net(1)
Foreign exchange exposure designated as hedged item for fair value hedging for FX risk, net(2)
Foreign exchange exposure designated as hedged item for net investment hedging(3)
Foreign exchange exposure from interest-bearing liabilities(4)
Foreign exchange exposure from items on the statement of financial position,
excluding interest-bearing liabilities, net
Other foreign exchange derivatives, carried at fair value through profit and loss, net(5)
USD
CNY
JPY
INR
601
1 580
1 540
(841)
(1 602)
1 372
(484)
–
920
–
(938)
896
USD
GBP
313
705
392
(1 207)
238
(52)
136
–
500
–
–
–
155
(109)
CNY
–
–
746
–
(219)
–
201
–
(404)
322
JPY
369
–
–
–
88
(324)
(148)
120
(894)
714
130
(95)
(1) Includes foreign exchange exposure from forecasted cash flows related to sales and purchases. In some currencies, especially the US dollar, Nokia has substantial foreign exchange exposures
in both estimated cash inflows and outflows. These underlying exposures have been hedged.
(2) Includes foreign exchange exposure from contractual firm commitments. These underlying exposures have been substantially hedged.
(3) Includes net investment exposures in foreign operations. These underlying exposures have been hedged.
(4) Includes interest-bearing liabilities that have been hedged with cross-currency swaps and foreign exchange forwards. Refer to Note 21, Interest-bearing liabilities.
(5) Items on the statement of financial position are hedged by a portion of foreign exchange derivatives not designated in a hedge relationship and carried at fair value through profit and loss.
186
202
NOKIA IN 2021
NOKIA IN 2021
203
187
Financial statements
Notes to consolidated financial statements
continued
The methodology for assessing foreign exchange risk exposures: Value-at-Risk
Nokia uses the Value-at-Risk (VaR) methodology to assess exposures to foreign exchange risks. The VaR-based methodology provides estimates
of potential fair value losses in market risk-sensitive instruments as a result of adverse changes in specified market factors, at a specified
confidence level over a defined holding period. Nokia calculates the foreign exchange VaR using the Monte Carlo method, which simulates random
values for exchange rates in which Nokia has exposures and takes the non-linear price function of certain derivative instruments into account.
The VaR is determined using volatilities and correlations of rates and prices estimated from a sample of historical market data, at a 95%
confidence level, using a one-month holding period. To put more weight on recent market conditions, an exponentially weighted moving average
is performed on the data with an appropriate decay factor. This model implies that, within a one-month period, the potential loss will not exceed
the VaR estimate in 95% of possible outcomes. In the remaining 5% of possible outcomes, the potential loss will be at minimum equal to the
VaR figure and, on average, substantially higher. The VaR methodology relies on a number of assumptions, which include the following: risks are
measured under average market conditions, changes in market risk factors follow normal distributions, future movements in market risk factors
are in line with estimated parameters and the assessed exposures do not change during the holding period. Thus, it is possible that, for any given
month, the potential losses at a 95% confidence level are different and could be substantially higher than the estimated VaR.
The VaR calculation includes foreign currency denominated monetary financial instruments, such as current financial investments, loans and
trade receivables, cash, loans and trade payables; foreign exchange derivatives carried at fair value through profit and loss that are not in a hedge
relationship and are mostly used to hedge the statement of financial position foreign exchange exposure; and foreign exchange derivatives
designated as forecasted cash flow hedges, fair value hedges and net investment hedges as well as the exposures designated as hedged items
for these hedge relationships.
The VaR risk measures for Nokia’s sensitivity to foreign exchange risks are presented in the Total VaR column and the simulated impact to financial
statements presented in profit, other comprehensive income (OCI) and cumulative translation adjustment (CTA) columns in the table below.
2021
2020
Simulated impact on financial statements
Simulated impact on financial statements
EURm
As of 31 December
Average for the year
Range for the year
Total VaR
11
7
4-13
Profit
12
12
10-15
OCI
31
19
14-31
CTA
–
–
0-0
Total VaR
9
9
6-18
Profit
15
18
8-32
OCI
21
30
15-41
CTA
–
–
0-0
Interest rate risk
Nokia is exposed to interest rate risk either through market value fluctuations of items on the consolidated statement of financial position (price
risk) or through changes in interest income or expenses (refinancing or reinvestment risk). Interest rate risk mainly arises through interest-bearing
liabilities and assets. Estimated future changes in cash flows and the structure of the consolidated statement of financial position also expose
Nokia to interest rate risk.
The objective of interest rate risk management is to mitigate adverse impacts arising from interest rate fluctuations on the consolidated income
statement, cash flow, and financial assets and liabilities while taking into consideration Nokia’s target capital structure and the resulting net
interest rate exposure. Nokia has entered into long-term borrowings mainly at fixed rates and swapped a portion of them into floating rates,
in line with a defined target interest profile. Nokia has not entered into interest rate swaps where it would be paying fixed rates. Nokia aims to
mitigate the adverse impacts from interest rate fluctuations by continuously managing net interest rate exposure arising from financial assets
and liabilities, by setting appropriate risk management benchmarks and risk limits.
Nokia’s sensitivity to interest rate exposure in the investment and debt portfolios is presented in the fair value column in the table below with
simulated impact to financial statements presented in profit and OCI columns.
EURm
Interest rates – increase by 100 basis points
Interest rates – decrease by 50 basis points
2021
Impact
Impact on
fair value
140
(77)
on profit
1
–
2020
Impact
Impact
on OCI
2
(1)
Impact on
fair value
190
(100)
on profit
1
(1)
Impact
on OCI
4
(2)
Effects of hedge accounting on the financial position and performance
Nokia is using several types of hedge accounting programs to manage its foreign exchange and interest rate risk exposures; refer to Note 2,
Significant accounting policies. The effect of these programs on Nokia’s financial position and performance as of 31 December:
EURm
2021
Carrying amount of hedging instruments
Notional amount of hedging instruments
Notional amount of hedged items
Change in intrinsic value of hedging instruments since 1 January
Change in value of hedged items used to determine hedge effectiveness
2020
Carrying amount of hedging instruments
Notional amount of hedging instruments
Notional amount of hedged items
Change in intrinsic value of hedging instruments since 1 January
Change in value of hedged items used to determine hedge effectiveness
Cash flow
hedges(1)
Net
investment
Fair value
hedges for
Fair value and
cash flow
hedges(1)
FX risk(1)
hedges(1)
(19)
(1 196)
1 201
(43)
40
19
(787)
787
33
(35)
(11)
(2 949)
2 949
(249)
249
(2)
(1 620)
1 620
265
(265)
(57)
(1 579)
1 577
(95)
92
69
(636)
635
79
(87)
(54)
891
(891)
(25)
25
(154)
815
(815)
118
(116)
(1) No significant ineffectiveness has been recorded during the periods presented and economic relationships have been fully effective.
The most significant foreign exchange hedging instruments under cash flow, net investment and fair value hedge accounting as of 31 December:
2021
Cash flow hedge accounting
Currency
Fair value
(EURm)
Weighted
average
hedged rate
Maturity breakdown of notional amounts (EURm)(1)
Total
Within 3 months
Between
3 and 12
months
Between
1 and 3
years
Beyond
3 years
GBP
GBP
JPY
USD
USD
CNY
INR
USD
USD
GBP
JPY
USD
CNY
USD
USD
(4)
4
(1)
(25)
14
(4)
(4)
1
0.8574
0.8570
130.3819
1.1586
1.1643
(209)
203
(392)
(1 042)
457
(55)
(6)
(100)
(358)
6
(154)
92
(292)
(684)
201
7.2106
85.8900
1.1290
(920)
(201)
(1 540)
(920)
(201)
(1 540)
–
–
–
–
110
–
–
235
–
–
–
–
7
–
–
15
–
–
–
(61)
1.1689
(1 580)
(73)
(238)
(1 130)
(139)
0
7
17
0.9039
122.5961
1.1809
4
(6)
7.9625
1.2158
(238)
(204)
(268)
(746)
(392)
(66)
(47)
(64)
(144)
(157)
(204)
(28)
–
–
(746)
(392)
–
–
–
–
–
–
–
–
–
70
1.1490
(705)
(114)
(66)
(487)
(38)
Interest rate profile of items under interest rate risk management including Nokia’s net cash and current financial investments as well as related
derivatives as of 31 December:
Net investment hedge accounting
EURm
Current financial investments
Cash and cash equivalents
Interest-bearing liabilities
Financial assets and liabilities before derivatives
Interest rate derivatives
Financial assets and liabilities after derivatives
2021
Fixed rate Floating rate(1)
2 395
6 192
(782)
7 805
(838)
6 967
182
499
(3 871)
(3 190)
838
(2 352)
2020
Fixed rate Floating rate(1)
1 017
6 616
(889)
6 744
(661)
6 083
104
324
(4 687)
(4 259)
661
(3 598)
(1) All cash equivalents and derivative transaction-related collaterals with initial maturity of three months or less are considered floating rate for the purposes of interest rate risk management.
Treasury monitors and manages interest rate exposure centrally. Nokia uses selective sensitivity analyses to assess and measure interest rate
exposure arising from interest-bearing assets, interest-bearing liabilities and related derivatives. Sensitivity analysis determines an estimate
of potential fair value changes in market risk-sensitive instruments by varying interest rates in currencies in which Nokia has material amounts
of financial assets and liabilities while keeping all other variables constant. Sensitivities to credit spreads are not reflected in the numbers.
Fair value hedge accounting for FX risk
2020
Cash flow hedge accounting
Net investment hedge accounting
Fair value hedge accounting for FX risk
(1) Negative notional amounts indicate that hedges sell currency, and positive notional amounts indicate that hedges buy currency.
For information on the impact of hedge accounting on equity, refer to Note 19, Equity. For information on hedging instruments used for fair value
and cash flow hedge accounting related to Nokia’s interest-bearing liabilities, refer to Note 21, Interest-bearing liabilities. For information on
derivative instruments, refer to Note 23, Derivative financial instruments.
188
204
NOKIA IN 2021
NOKIA IN 2021
205
189
Financial statements
Notes to consolidated financial statements
continued
Credit risk
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to Nokia. Credit risk arises from
credit exposures to customers, including outstanding receivables, financial guarantees and committed transactions, as well as financial
institutions, including bank and cash, fixed income and money market investments, and derivative financial instruments. Credit risk is managed
separately for business-related and financial credit exposures.
Business-related credit risk
Nokia aims to ensure the highest possible quality in trade receivables and contract assets as well as customer or third-party loan receivables.
The Credit Risk Management Standard Operating Procedure, approved by the CFO, lays out the framework for the management of the business-
related credit risks. The Credit Risk Management Standard Operating Procedure sets out that credit decisions are based on credit evaluation in
each business, including credit rating and limits for larger exposures, according to defined principles. Group level limit approvals are required for
material credit exposures. Credit risks are monitored in each business and, where appropriate, mitigated on a case-by-case basis with the use of
letters of credit, collaterals, sponsor guarantees, credit insurance, and sale of selected receivables.
Nokia applies a simplified approach to recognizing a loss allowance on trade receivables and contract assets based on measurement of lifetime
expected credit losses arising from trade receivables without significant financing components. Based on quantitative and qualitative analysis,
Nokia has determined that the credit risk exposure arising from its trade receivables is low risk. Quantitative analysis focuses on historical
loss rates, historic and projected sales and the corresponding trade receivables, and overdue trade receivables including indicators of any
deterioration in the recovery expectation. Qualitative analysis focuses on all relevant conditions, including customer credit rating, country
credit rating and political situation, to improve the accuracy of estimating lifetime expected credit losses.
For customer financing related loan receivables, the credit loss estimate is typically based on a 12-month expected credit loss for outstanding
loans and estimated additional draw-downs during this period. However, in case there has been a significant increase in credit risk for the specific
counterparty since the initial recognition, expected credit loss estimate is based on lifetime expected credit loss. The loss allowance is calculated
based on a review of collectability, including customer credit rating and available collateral. Typically customer loan credit risk is higher than credit
risk of trade receivables and contract assets on average.
Credit exposure is measured as the total of trade receivables, contract assets and loans outstanding from customers and committed credits.
Trade receivables do not include any major concentrations of credit risk by customer. The top three customers account for 5.6%, 5.5% and 3.2%
(10.5%, 5.1% and 4.6% in 2020) of trade receivables, contract assets and loans due from customers and other third parties as of 31 December
2021. The top three credit exposures by country account for 17.6%, 9.3% and 8.4% (24.0%, 9.6% and 8.6% in 2020) of Nokia’s trade receivables,
contract assets and loans due from customers and other third parties as of 31 December 2021. The 17.6% relates to credit exposure in the
United States (24.0% in 2020 from United States).
The total of trade receivables, contract assets and loans due from customers is EUR 7 084 million (EUR 7 124 million in 2020) and customer
financing related loan commitments undrawn is EUR 21 million (EUR 180 million in 2020) as of 31 December 2021.
The aging of trade receivables, contract assets and customer finance loans as of 31 December 2021:
EURm
Trade receivables
Contract assets
Customer financing related loan receivables
Total gross receivables
Expected credit loss allowance
Total net receivables
Current
5 043
1 146
216
6 405
(202)
6 203
Past due
1-30 days
131
–
–
131
(9)
122
Past due
Past due
31-180 days More than 180 days
249
–
1
250
(44)
206
232
–
66
298
(189)
109
The expected credit loss allowance and amount charged to the consolidated income statement for trade receivables, contract assets and
customer financing related loan receivables for the years ended 31 December:
EURm
Expected credit loss allowance
Expected credit loss charged to income statement
2021
444
10
2020
434
211
Total
5 655
1 146
283
7 084
(444)
6 640
2019
223
21
Financial credit risk
Financial instruments contain an element of risk resulting from changes in the market price due to counterparties becoming less creditworthy
or risk of loss due to counterparties being unable to meet their obligations. Financial credit risk is measured and monitored centrally by Treasury.
Financial credit risk is managed actively by limiting counterparties to a sufficient number of major banks and financial institutions, and by
monitoring the creditworthiness and the size of exposures continuously. Additionally, Nokia enters into netting arrangements with all major
counterparties, which give the right to offset in the event that the counterparty would not be able to fulfill its obligations. Nokia enters into
collateral agreements with certain counterparties, which require counterparties to post collateral against derivative receivables.
Investment decisions are based on strict creditworthiness and maturity criteria as defined in the Treasury-related policies and procedures.
As a result of this investment policy approach and active management of outstanding investment exposures, Nokia has not been subject to
any material credit losses in its financial investments in the years presented. Due to the high credit quality of Nokia’s financial investments,
the expected credit loss for these investments is deemed insignificant based on 12 months’ expected credit losses as of 31 December 2021.
Outstanding current financial investments, cash equivalents and cash classified by credit rating grades ranked in line with Standard & Poor’s rating
categories as of 31 December:
EURm
2021
Total
2020
Total
Rating(1)
AAA
AA+ - AA-
A+ - A-
BBB+ - BBB-
BB+ - BB-
B+ - B-
CCC+ - CCC-
Non-rated
AAA
AA+ - AA-
A+ - A-
BBB+ - BBB-
BB+ - BB-
B+ - B-
CCC+ - CCC-
Non-rated
Cash
–
1 073
1 534
180
44
25
–
32
2 888
–
895
1 685
106
36
26
3
30
2 781
Due within
3 months
Due between
3 and 12 months
Due between
1 and 3 years
Due between
3 and 5 years
Due beyond
5 years
1 819
567
2 376
879
–
–
–
12
5 653
1 411
352
2 593
490
–
–
–
8
4 854
–
–
371
2
–
–
–
–
373
–
–
50
100
1
–
–
–
151
–
–
125
–
–
–
–
–
125
–
–
70
–
–
–
–
–
70
–
–
229
–
–
–
–
–
229
–
–
155
–
–
–
–
–
155
–
–
–
–
–
–
–
–
–
–
–
50
–
–
–
–
–
50
Total(2)(3)
1 819
1 640
4 635
1 061
44
25
–
44
9 268
1 411
1 247
4 603
696
37
26
3
38
8 061
(1) Bank Parent Company ratings are used here for bank groups. Actual bank subsidiary ratings may differ from the Bank Parent Company rating.
(2) Current financial investments and cash equivalents include bank deposits, structured deposits, investments in money market funds and investments in fixed income instruments.
(3) Instruments that include a call feature have been presented at their final maturities. Instruments that are contractually due beyond three months include EUR 424 million (EUR 325 million
in 2020) of instruments that have a call period of less than three months.
Nokia has restricted bank deposits primarily related to employee benefits of EUR 119 million (EUR 107 million in 2020) that are presented in other
non-current financial assets. Nokia has assessed the counterparty credit risk for these financial assets and concluded that expected credit losses
are not significant.
The following table sets out financial assets and liabilities subject to offsetting under enforceable master netting agreements and similar
arrangements as of 31 December. To reconcile the items shown in the table below to the consolidated statement of financial position, items that
are not subject to offsetting would need to be included, refer to Note 23, Derivative financial instruments.
Gross amounts of
financial assets/
(liabilities)(1)
Gross amounts of
financial liabilities/
(assets) set off in the
statement of
financial position
Net amounts of
financial
assets/(liabilities)
presented in the
statement of
financial position
Related amounts not set off in the
statement of financial position
Financial
instruments
assets/(liabilities)
Cash collateral
(received)/pledged
Net amount
EURm
2021
Derivative assets
Derivative liabilities
Total
2020
Derivative assets
Derivative liabilities
Total
139
(229)
(90)
149
(204)
(55)
–
–
–
–
–
–
139
(229)
(90)
149
(204)
(55)
(102)
102
–
(53)
53
–
(26)
126
100
(89)
134
45
11
(1)
10
7
(17)
(10)
191
190
206
NOKIA IN 2021
NOKIA IN 2021
207
(1) In 2020 gross amounts of financial assets and liabilities have been adjusted to include only derivative contracts that are under enforceable master netting agreements.
Financial statements
Notes to consolidated financial statements
continued
The financial instruments subject to enforceable master netting agreements and similar arrangements are not offset in the consolidated
statement of financial position where there is no intention to settle net or realize the asset and settle the liability simultaneously.
Liquidity risk
Liquidity risk is defined as financial distress or extraordinarily high financing costs arising from a shortage of liquid funds in a situation where
outstanding debt needs to be refinanced or where business conditions unexpectedly deteriorate and require financing. Transactional liquidity risk
is defined as the risk of executing a financial transaction below fair market value or not being able to execute the transaction at all within a specific
period of time. The objective of liquidity risk management is to maintain sufficient liquidity, and to ensure that it is readily available without
endangering its value in order to avoid uncertainty related to financial distress at all times.
Nokia aims to secure sufficient liquidity at all times through efficient cash management and by investing primarily in highly liquid money market
investments. Depending on its overall liquidity position, Nokia may pre-finance or refinance upcoming debt maturities before contractual maturity
dates. The transactional liquidity risk is minimized by entering into transactions where proper two-way quotes can be obtained from the market.
Nokia aims to ensure flexibility in funding by maintaining committed and uncommitted credit lines. Refer to Note 21, Interest-bearing liabilities.
The following table presents an undiscounted, contractual cash flow analysis for lease liabilities, financial liabilities and financial assets that are
presented on the consolidated statement of financial position as well as loan commitments given and obtained. The line-by-line analysis does not
directly reconcile with the consolidated statement of financial position.
EURm
2021
Non-current financial assets
Other non-current financial assets(1)
Current financial assets
Other current financial assets excluding derivatives(1)
Current financial investments
Cash and cash equivalents(2)
Cash flows related to derivative financial assets net settled:
Total
Due within
3 months
Due between
3 and 12 months
Due between
1 and 3 years
Due between
3 and 5 years
Due beyond
5 years
236
15
128
2 576
6 695
110
2 274
6 268
13
18
302
71
110
–
–
126
–
–
230
86
12
–
–
–
–
Derivative contracts – receipts
2
–
(2)
4
–
Cash flows related to derivative financial assets gross settled:
Derivative contracts – receipts
Derivative contracts – payments
Trade receivables
Non-current financial and lease liabilities
Long-term interest-bearing liabilities
Long-term lease liabilities
Other non-current financial liabilities
Current financial and lease liabilities
Short-term interest-bearing liabilities
Short-term lease liabilities
Other financial liabilities excluding derivatives(3)
Cash flows related to derivative financial liabilities gross settled:
Derivative contracts – receipts
Derivative contracts – payments
Discounts without performance obligations
Trade payables
Commitments given and obtained
Loan commitments given undrawn(4)
Loan commitments obtained undrawn(5)
Leases committed but not yet commenced
10 498
(10 291)
5 673
7 907
(7 835)
4 829
1 774
(1 713)
812
462
(434)
32
49
(35)
–
306
(274)
–
(5 409)
(882)
(34)
(39)
–
–
(116)
(236)
(522)
(89)
(62)
(504)
12 100
(12 220)
(664)
(3 679)
8 483
(8 556)
(419)
(3 522)
(21)
1 482
(223)
(3)
(1)
–
(86)
–
–
(27)
(174)
(18)
1 629
(1 663)
(175)
(152)
(18)
(3)
–
(1 171)
(2 038)
(353)
(34)
(225)
–
(2 075)
(304)
–
–
–
–
1 179
(1 231)
(70)
(4)
–
80
(8)
–
–
–
180
(176)
–
–
–
1 406
(23)
–
–
–
629
(594)
–
(1)
–
–
(192)
(1) Other non-current financial assets and other current financial assets excluding derivatives include mainly customer financing related loan receivables.
(2) Instruments that include a call feature have been presented at their final maturities. Instruments that are contractually due beyond three months include EUR 424 million of instruments that
have a call period of less than three months.
(3) Other financial liabilities include a conditional obligation to China Huaxin presented in the earliest period as the exercise period is open.
(4) Loan commitments given undrawn have been included in the earliest period in which they could be drawn or called.
(5) Loan commitments obtained undrawn have been included based on the period in which they expire. These amounts include related commitment fees.
EURm
2020
Non-current financial assets
Other non-current financial assets(1)
Current financial assets
Other current financial assets excluding derivatives(1)
Current financial investments
Cash and cash equivalents(2)
Cash flows related to derivative financial assets gross settled:
Derivative contracts – receipts
Derivative contracts – payments
Trade receivables
Non-current financial and lease liabilities
Long-term interest-bearing liabilities
Long-term lease liabilities
Current financial and lease liabilities
Short-term interest-bearing liabilities
Short-term lease liabilities
Other financial liabilities excluding derivatives(3)
Cash flows related to derivative financial liabilities gross settled:
Derivative contracts – receipts
Derivative contracts – payments
Discounts without performance obligations(4)
Trade payables
Commitments given and obtained
Loan commitments given undrawn(5)
Loan commitments obtained undrawn(6)
Leases committed but not yet commenced
Total
Due within
3 months
Due between 3
and 12 months
Due between
1 and 3 years
Due between
3 and 5 years
Due beyond
5 years
188
–
39
1 121
6 944
2
1 020
6 618
–
37
101
50
7 810
(7 682)
5 802
5 873
(5 813)
4 674
1 299
(1 258)
974
(5 920)
(750)
(564)
(232)
(434)
(39)
–
(552)
(65)
(420)
6 926
(6 999)
(747)
(3 174)
4 870
(4 906)
(421)
(3 049)
(180)
1 482
(182)
(26)
(1)
(1)
(97)
–
(12)
(167)
(14)
883
(882)
(310)
(122)
(26)
(3)
(3)
66
–
–
70
599
(573)
154
(794)
(338)
–
–
–
525
(563)
(13)
(2)
(128)
(8)
(43)
79
–
–
156
39
(38)
–
43
–
–
50
–
–
–
(2 194)
(220)
(2 796)
(192)
–
–
–
45
(35)
(3)
–
–
1 494
(29)
–
–
–
603
(613)
–
(1)
–
–
(106)
(1) Other non-current financial assets and other current financial assets excluding derivatives include mainly customer financing related loan receivables.
(2) Instruments that include a call feature have been presented at their final maturities. Instruments that are contractually due beyond three months include EUR 325 million of instruments that
have a call period of less than three months.
(3) Other financial liabilities include a conditional obligation to China Huaxin presented in the earliest period as the exercise period is open.
(4) In 2021, Nokia has revised the classification of discounts without performance obligations and included this financial liability in the table. The comparative amounts for 2020 have been
adjusted accordingly.
(5) Loan commitments given undrawn have been included in the earliest period in which they could be drawn or called.
(6) Loan commitments obtained undrawn have been included based on the period in which they expire. These amounts include related commitment fees.
35. Subsequent events
Non-adjusting events after the reporting period
Capital commitment
In January 2022, Nokia agreed on capital commitment of USD 400 million to NGP Capital’s Fund V. The fund’s emphasis on companies developing
emerging 5G use cases for industrial and business transformation aligns closely with Nokia’s technology leadership vision and its efforts to
maximize the value shift towards cloud. Per industry standard practice, the capital will be called throughout the 10 year lifecycle of the fund.
Share buyback program
On 3 February 2022, Nokia announced that its Board of Directors is initiating a share buyback program under the current authorization from the
AGM to repurchase shares. The program targets to return up to EUR 600 million of cash to shareholders in tranches over a period of two years,
subject to continued authorization from the Annual General Meeting. Nokia launched the first phase of the program on 11 February 2022 with
repurchases starting on 14 February 2022. For more details about the share buyback program and how Nokia plans to distribute funds to its
shareholders, refer to Note 19, Equity.
192
208
NOKIA IN 2021
NOKIA IN 2021
209
193
Financial statements
Parent Company income statement
Parent Company statement of financial position
For the year ended 31 December
Net sales(1)
Cost of sales
Gross profit
Selling, general and administrative expenses
Other operating income
Other operating expenses
Operating profit
Financial income and expenses
Income from non-current investments
Interest and other financial income
Interest and other financial expenses
Impairment of investments in subsidiaries and other shares
Total financial income and expenses
Profit before appropriations and tax
Appropriations
Group contributions
Profit/(loss) before tax
Income tax
Profit/(loss) for the year
(1) Net sales from Nokia Technologies segment.
The notes are an integral part of these financial statements.
Notes
4
4
5
5
5
9
6
7
2021
EURm
182
(10)
172
(63)
19
(16)
112
600
296
(163)
(6)
727
839
(360)
479
3
482
2020
EURm
220
(18)
202
(46)
23
(3)
176
–
328
(163)
165
341
(440)
(99)
(37)
(136)
As of 31 December
ASSETS
Non-current assets
Intangible assets
Intangible rights
Total intangible assets
Tangible assets
Land and water areas
Buildings
Machinery and equipment
Other tangible assets
Assets under construction
Total tangible assets
Investments
Investments in subsidiaries
Non-current financial investments
Total investments
Other non-current assets
Non-current loan receivables from Group companies
Non-current loan receivables from other companies
Other non-current receivables
Total other non-current assets
Total non-current assets
Current assets
Accounts receivable from Group companies
Accounts receivable from other companies
Current loan receivables from Group companies
Group contribution receivable from Group companies
Other financial assets from Group companies
Other financial assets from other companies
Prepaid expenses and accrued income from Group companies
Prepaid expenses and accrued income from other companies
Current financial investments
Total current assets
Cash and cash equivalents
Total assets
The notes are an integral part of these financial statements.
Notes
2021
EURm
2
2
9
77
2
5
0
93
18 661
1
18 662
2 765
1
24
2 790
21 547
161
1
5 060
150
151
139
127
527
2 514
8 830
4 513
34 890
8
8
8
8
8
9
9, 14
14
14
14
14, 15
14, 15
10
10
14
14
2020
EURm
2
2
9
83
3
10
–
105
18 657
1
18 658
2 644
1
28
2 673
21 438
369
–
4 728
–
49
149
101
453
1 070
6 919
5 043
33 400
194
214
NOKIA IN 2021
NOKIA IN 2021
215
195
Financial statements
Parent Company statement of financial position
continued
Parent Company statement of cash flows
As of 31 December
SHAREHOLDERS’ EQUITY AND LIABILITIES
Capital and reserves
Share capital
Share premium
Treasury shares
Fair value and other reserves
Reserve for invested unrestricted equity
Retained earnings
Profit/(loss) for the year
Total equity
Provisions
Non-current liabilities
Long-term interest-bearing liabilities
Advance payments from other companies
Total non-current liabilities
Current liabilities
Short-term interest-bearing liabilities to Group companies
Short-term interest-bearing liabilities to other companies
Group contribution liabilities to Group companies
Other financial liabilities to Group companies
Other financial liabilities to other companies
Advances received from other companies
Accounts payable to Group companies
Accounts payable to other companies
Accrued expenses and other liabilities to Group companies
Accrued expenses and other liabilities to other companies
Total current liabilities
Total liabilities
Total shareholders’ equity and liabilities
The notes are an integral part of these financial statements.
Notes
2021
EURm
2020
EURm
11
11
11, 12
11, 12, 13
11, 12
11, 12
11, 12
16
14, 17
14, 17
14, 17
14
14
18
18
246
46
(344)
15
15 318
1 827
482
17 590
43
4 299
305
4 604
10 743
26
510
118
733
155
211
19
53
85
12 653
17 257
34 890
246
46
(344)
(18)
15 248
1 963
(136)
17 005
43
4 697
460
5 157
8 942
448
440
144
623
155
268
22
44
109
11 195
16 352
33 400
For the year ended 31 December
Cash flow from operating activities
Profit/(loss) for the year
Adjustments, total
Change in net working capital
Decrease/(increase) in accounts receivable
Increase/(decrease) in non-interest-bearing short-term liabilities
Decrease in non-interest-bearing long-term liabilities
Cash from operations
Interest received
Interest paid
Other financial income and expenses received, net(1)
Income taxes received, net
Net cash from operating activities
Cash flow from investing activities
Purchase of shares in subsidiary companies and current financial investments
Dividends received
Proceeds from disposal of businesses
Purchase of property, plant and equipment and intangible assets
Proceeds from sale of property, plant and equipment and other intangible assets
(Payments of)/proceeds from other non-current receivables
(Payments of)/proceeds from current receivables
Purchase of current investments
Proceeds from current investments
Net cash (used in)/from investing activities
Cash flow from financing activities
(Payments of)/proceeds from long-term borrowings
Proceeds from/(payments of) short-term borrowings(1)
Group contributions, net
Net cash from/(used in) financing activities
Net (decrease)/increase in cash and cash equivalents
Cash and cash equivalents as of 1 January
Cash and cash equivalents as of 31 December
Notes
21
2021
EURm
482
(298)
276
23
(155)
328
191
(149)
11
3
384
(25)
600
25
–
3
(46)
(446)
(1 727)
302
(1 314)
(800)
1 640
(440)
400
(530)
5 043
4 513
2020
EURm
(136)
356
(58)
(28)
(155)
(21)
267
(8)
58
3
299
(24)
–
–
(6)
1
151
3 682
(1 044)
16
2 776
1 288
(1 838)
(390)
(940)
2 135
2 908
5 043
(1) In 2021, Nokia changed the presentation of certain foreign exchange cash flows. The comparative amounts have been recast accordingly.
The notes are an integral part of these financial statements.
196
216
NOKIA IN 2021
NOKIA IN 2021
217
197
Financial statements
Notes to the Parent Company financial statements
1. Accounting principles
Basis of presentation
The Parent Company (Nokia Corporation) financial statements are
prepared in accordance with the Finnish Accounting Standards (FAS).
The Parent Company is responsible for arranging Nokia’s internal
financing. Changes in the internal and external financing needs arising
from changes in operative and organizational models affect the
Parent Company’s financial position.
The Parent Company’s financial statements include the Switzerland
branch.
Revenue recognition
The Parent Company provides its customers with licenses to
intellectual property (IP) by granting customers with rights to use the
Parent Company’s IP in their products. When the Parent Company
grants customers with rights to use IP in their products, the associated
license fee revenue is recognized in accordance with the substance
of the relevant agreements. In the majority of cases, Nokia retains
obligations to continue to develop the licensed assets during the
contract term, and therefore revenue is recognized pro rata over
the period during which the Parent Company is expected to perform.
Recognition of the revenue as pro rata over the term of the license
is considered the most faithful depiction of the Parent Company’s
satisfaction of the performance obligation as the IP being licensed
to the customer includes new inventions patented by the Parent
Company that are highly interdependent and interrelated and created
through continuous R&D efforts that are relatively stable throughout
the year. In some contracts, the Parent Company has no remaining
obligations to perform after granting a license to the initial IP,
and licensing fees are non-refundable. In these cases, revenue is
recognized at the beginning of the license term.
Foreign currency translation
Monetary assets and liabilities denominated in foreign currency are
valued at the exchange rates prevailing at the end of the reporting
period.
Share-based payments
The Parent Company offers three types of equity-settled share-based
compensation plans for employees: performance shares, restricted
shares and the employee share purchase plan. Share-based
compensation is recognized as an expense in the income statement
when the shares are delivered. The settlement covers taxes and
similar charges incurred.
Pensions
Contributions to pension plans are expensed in the income statement
in the period to which the contributions relate. Pension expenses are
reported according to the local legislation.
Intangible assets and property, plant and equipment
Intangible assets are stated at cost less accumulated amortization
according to plan. Property, plant and equipment is stated at cost
less accumulated depreciation according to plan. Depreciation and
amortization according to plan are recorded on a straight-line basis
over the expected useful lives of the assets as follows:
Intangible assets
Buildings
Machinery and equipment
3–7 years
20–33 years
3–10 years
Land and water areas are not depreciated. The accumulated
depreciation and amortization according to plan comply with the
Finnish Business Tax Act.
Classification and measurement of financial instruments
For the presentation of the financial instruments, where applicable,
the Parent Company applies fair value measurement in accordance
with the Finnish Accounting Standards (Accounting Act 5:2a §), and
thus applies the same accounting principles as the Nokia consolidated
financial statements.
Classification and measurement of financial assets
The Parent Company classifies its financial assets into the following
categories: financial assets measured at amortized cost, financial
assets measured at fair value through fair value reserve and financial
assets measured at fair value through profit and loss. The selection of
the appropriate category is made based on both the Parent Company's
business model for managing the financial asset and on the contractual
cash flow characteristics of the asset.
The business model for managing financial assets is defined on
portfolio level. The business model must be observable on a practical
level by the way the business is managed. The cash flows of financial
assets measured at amortized cost are solely payments of principal
and interest. These assets are held within a business model which has
an objective to hold assets to collect contractual cash flows. Financial
assets measured at fair value through fair value reserve have cash
flows that are solely payments of principal and interest and these
assets are held within a business model that has an objective achieved
both by holding financial assets to collect contractual cash flows and
selling financial assets. Financial assets measured at fair value through
profit and loss are assets that do not fall in either of these two
categories. In addition to the classification as described above, the
accounting for financial assets is impacted if the financial asset is part
of a hedging relationship (see the section on hedge accounting below).
All purchases and sales of financial assets are recorded on the trade
date, that is, when the Parent Company commits to purchase or sell
the asset. A financial asset is derecognized when substantially all the
risks and rewards related to the financial asset have been transferred
to a third party that assumes control of the financial asset.
Other financial assets
Loan receivables include loans to Nokia companies and third parties
and are measured at nominal value and not in excess of their probable
value. Loans are subject to quarterly review as to their collectability and
available collateral. An allowance is made if a loan is deemed not to be
fully recoverable. The related cost is recognized in other expenses or
financial expenses, depending on the nature of the receivable, to
reflect the shortfall between the carrying amount and the present
value of the expected future cash flows. Interest income on loan
receivables is recognized in financial income and expenses.
Cash and cash equivalents
Cash and cash equivalents include cash at bank and in hand as well
as highly liquid, fixed-income and money-market investments that
are readily convertible to known amounts of cash with maturities at
acquisition of three months or less, as well as bank deposits with
maturities or contractual call periods at acquisition of three months
or less. Due to the high credit quality and short-term nature of
these investments, there is an insignificant risk of change in value.
Investments in money-market funds that have a risk profile consistent
with the aforementioned criteria are also classified as cash equivalents.
Impairment of financial assets
Impairment requirements apply to the recognition of a loss allowance
for expected credit losses. on financial assets measured at amortized
cost, financial assets measured at fair value through fair value reserve,
financial guarantee contracts and loan commitments. The Parent
company continuously assesses its financial instruments on a forward-
looking basis and accounts for the changes in expected credit losses on
a quarterly basis. Refer to Note 2, Significant accounting policies in the
consolidated financial statements.
Classification and measurement of financial liabilities
The Parent Company has classified its financial liabilities in the
following categories: financial liabilities measured at amortized cost
and financial liabilities measured at fair value through profit and loss.
In accordance with the Finnish Accounting Standards (Accounting Act
5:2a §), the Parent Company classifies derivative liabilities at fair value
through profit and loss and all other financial liabilities at nominal value.
Interest-bearing liabilities
Interest-bearing liabilities, including the current part of long-term
interest-bearing liabilities and collaterals for derivative transactions,
are measured at nominal value. Transaction costs are initially
recognized as accruals and amortized to the income statement over
the life of the instrument. Foreign exchange gains and losses as well
as interest are recognized in financial income and expenses in the
income statement over the life of the instrument.
Accounts payable
Accounts payable are carried at the invoiced amount.
Accounts receivable
Accounts receivable include amounts invoiced to customers as well
as amounts where the revenue recognition criteria have been fulfilled
but the customers have not yet been invoiced. Accounts receivable
are carried at the original amount invoiced to customers less loss
allowances on accounts receivable accounts. Loss allowances on
accounts receivable are based on a regular review of all outstanding
amounts, including an analysis of historical bad debt, customer
concentrations, customer creditworthiness, past due amounts,
current economic trends and changes in customer payment terms.
Impairment charges on receivables identified as uncollectible are
included in other operating expenses.
Investments
Investments in subsidiaries are stated at cost less accumulated
impairment. Non-current financial investments primarily include
technology-related investments in unlisted private equity shares
and unlisted venture funds, which are classified as fair value through
profit and loss. These equity investments are initially recognized and
subsequently remeasured at fair value.
Fair value is estimated using a number of methods, including, but not
limited to: quoted market rates, the current market value of similar
instruments; prices established from a recent arm’s-length financing
transaction of target companies; and analysis of market prospects and
operating performance of target companies, taking into consideration
public market comparable companies in similar industry sectors. The
Parent Company uses judgment in selecting the appropriate valuation
methodology as well as underlying assumptions based on existing
market practice and conditions.
Fair value adjustments, foreign exchange gains and losses as well as
realized gains and losses from the disposal of these investments are
recognized within other income and expenses in the income statement.
Corporate cash investments in bank deposits, as well as fixed income
and money market securities with initial maturity or put feature longer
than three months that have characteristics of solely payments of
principal and interest and are not part of structured investments, are
managed in a portfolio with a business model of holding investments to
collect principal and interest, and are initially measured at fair value and
in subsequent periods measured at amortized cost using the effective
interest method. These investments are executed with the main
purpose of collecting contractual cash flows and principal repayments.
However, investments are sold from time to time for liquidity
management and market risk mitigation purposes.
Investments in money-market funds that do not qualify as cash
equivalents as well as fixed income and money-market securities
having initial maturities over three months that are held for trading
or are included in investment structures consisting of securities traded
in combination with derivatives are classified as fair value through
profit and loss. Investments in this portfolio are executed with the
main purpose of collecting contractual cash flows, principal repayments
and capital appreciation and they can be sold at any time.
Current financial investments also include term deposits used as
collaterals for derivative transactions. These investments are initially
measured at fair value and in subsequent periods measured at
amortized cost. Interest income as well as foreign exchange gains
and losses are recognized in financial income and expenses in the
income statement.
198
218
NOKIA IN 2021
NOKIA IN 2021
219
199
Financial statements
Notes to the Parent Company financial statements
continued
Derivative financial instruments
All derivatives are recognized initially at fair value on the date a
derivative contract is entered into and subsequently remeasured at
fair value. The method of recognizing the resulting gain or loss varies
according to whether the derivatives are designated and qualify under
hedge accounting.
Derivatives not designated in hedge accounting
relationships carried at fair value through profit and loss
Forward foreign exchange contracts are valued using the forward
exchange rate of the statement of financial position date. Changes
in fair value are measured by comparing these rates with the original
contract-forward rate. Currency options are valued using the Garman &
Kohlhagen option valuation model on the statement of financial position
date. Changes in fair value are recognized in the income statement.
Fair values of forward rate agreements, interest rate options,
futures contracts and exchange-traded options are calculated based
on quoted market rates at each statement of financial position date.
Discounted cash flow method is used to value interest rate and
cross-currency swaps. Changes in fair value are recognized in the
income statement.
Interest income or expense on interest rate derivatives is accrued
in the income statement during the financial year.
Hedge accounting
The Parent Company may apply hedge accounting on certain forward
foreign exchange contracts, certain options or option strategies,
and interest rate derivatives. Qualifying options and option strategies
have zero net premium or a net premium paid. For option structures,
the critical terms of the bought and sold options are the same and
the nominal amount of the sold option component is no greater than
that of the bought option.
The Parent Company applies fair value hedge accounting to reduce
exposure to fair value fluctuations of interest-bearing liabilities due
to changes in interest rates and foreign exchange rates. Interest rate
swaps and cross-currency swaps are used aligned with the hedged
items to hedge interest rate risk and associated foreign exchange risk.
The Parent Company's borrowings are carried at amortized cost.
Changes in the fair value of derivatives designated and qualifying as
fair value hedges, together with any changes in the fair value of hedged
liabilities attributable to the hedged risk, are recorded in financial
income and expenses in the income statement. The Parent Company
separates the foreign currency basis spread from cross-currency swaps
and excludes it from the hedged risk as cost of hedging that is initially
recognized and subsequently measured at fair value and recorded in
cost of hedging reserve in equity. If a hedge relationship no longer
meets the criteria for hedge accounting, hedge accounting ceases,
cost of hedging recorded in cost of hedging reserve is immediately
expensed and any fair value adjustments made to the carrying amount
of the hedged item while the hedge was effective are recognized in
financial income and expenses in the income statement based on the
effective interest method.
The Parent Company also applies cash flow hedging to future interest
cash flows in foreign currency related to issued bonds. These future
interest cash flows are hedged with cross-currency swaps that have
been bifurcated and designated partly as fair value hedges to hedge
both foreign exchange and the interest rate benchmark risk component
of the issued bond and partly as cash flow hedges to hedge the foreign
exchange risk related to the remaining portion of interest cash flows on
the issued bond. The accumulated profit or loss for the part of these
cross-currency swaps designated as cash flow hedges is initially
recorded in hedging reserve and recycled to profit or loss at the time
when the related interest cash flows are settled. The Parent Company
separates the foreign currency basis spread from cross-currency swaps
and excludes it from the hedge relationship as cost of hedging that
is initially recognized and subsequently measured at fair value and
recorded in cost of hedging reserve in equity.
Deferred tax
Deferred tax assets are recognized to the extent it is probable that
future taxable profit will be available against which the unused tax
losses, unused tax credits and deductible temporary differences can be
utilized. The company continually evaluates the probability of utilizing
its deferred tax assets and considers both positive and negative
evidence in its assessment. Evaluation takes into account that
Finnish Nokia entities can balance their taxable profits via the group
contribution system. At 31 December 2020, the company concluded
based on its assessment that it is not probable that it will be able to
utilize the unused tax credits and deductible temporary differences in
the foreseeable future. This assessment was done primarily based on
the historical performance. Consequently, the company derecognized
EUR 43 million deferred tax assets.
At 31 December 2021, the company continues to conclude that such
utilization is not probable. The company recognizes a deferred tax
asset arising from unused losses or tax credits only to the extent the
company has sufficient taxable temporary differences or there is
convincing other evidence that sufficient tax profit will be available
against which the unused tax losses or unused tax credits can be
utilized in the future. Positive evidence of future taxable profits may
be assigned less weight in assessing the appropriateness of recording
a deferred tax asset when there is other negative evidence such
as cumulative losses, which are considered strong evidence that
future taxable profits may not be available. In 2021, Nokia generated
accounting and taxable profit in Finland and there were improvements
in financial performance compared to the previous periods.
At 31 December 2021, the company does not consider that it has
generated an established pattern of sufficient tax profitability to
conclude that it is probable that it will be able to utilize the deferred
tax assets. This conclusion is based on the weighting of objective
negative evidence against more subjective positive evidence. The
primary factors in this weighting were the more objective record of
a pattern of financial performance compared to the more inherently
subjective expectations regarding future financial performance
in Finland.
The company continues to assess the realizability of deferred tax
assets including in particular the actual profit record and may re-
recognize deferred tax assets where a clear pattern of tax profitability
can be established.
Deferred taxes at the end of 2021:
Tax credits EUR 60 million
Deferred tax depreciations EUR 16 million
Provisions EUR 2 million
Other temporary differences EUR 32 million
2. Personnel expenses
EURm
Salaries and wages
Share-based payments
Pension expenses
Social security expenses
Total
Average number of employees
Marketing
Administration
Total average
Number of employees as of 31 December
2021
30
9
5
1
45
2021
59
147
206
193
2020
41
2
1
1
45
2020
72
151
223
222
Management compensation
Refer to Note 33, Related party transactions in the consolidated financial statements.
3. Auditor’s fees
Deloitte Oy served as our auditor for the period ended from 1 January to 31 December 2021. The auditor is elected annually by our shareholders
at the Annual General Meeting for the financial year commencing next after the election. The following table presents fees by type paid to
Deloitte’s network of firms for the years ended 31 December.
EURm
Audit fees
Audit-related fees
Tax fees
Other fees
Total
Parent Company
Nokia Group
2021
10
1
–
–
11
2020
10
–
–
2
12
2021
22
2
–
–
24
2020
22
–
1
2
25
In 2021, Deloitte Oy performed non-audit services for the Parent company for total fees of EUR 208 thousand (EUR 1 700 thousand in 2020).
These services included services described in Auditing Act 1:1.2 § for EUR 43 thousand (EUR 20 thousand in 2020) and other non-audit
services for EUR 208 thousand (EUR 1 680 thousand in 2020).
4. Other operating income and expenses
EURm
Other operating income
Tax indemnification and interest income
Rental income
Gain on non-current investments
Other income
Total
Other operating expenses
Loss on sale of other tangible assets
Land area rehabilitation
Other expenses
Total
2021
2020
–
3
10
6
19
(4)
(5)
(7)
(16)
11
2
–
10
23
–
(1)
(2)
(3)
200
220
NOKIA IN 2021
NOKIA IN 2021
221
201
Financial statements
Notes to the Parent Company financial statements
continued
5. Financial income and expenses
EURm
Income from non-current investments
Dividend income from Group companies
Total
Interest and other financial income
Interest income from Group companies
Interest income from other companies
Foreign exchange gains/losses, net
Other financial income from other companies
Total
Interest and other financial expenses
Interest expenses to Group companies
Interest expenses to other companies
Other financial expenses to other companies
Total
Financial income and expenses include EUR 25 million expense related to derivative financial instruments subject to hedge accounting (EUR 118 million
income in 2020) and EUR 25 million income related to liabilities subject to fair value hedge accounting (EUR 122 million expense in 2020).
6. Group contributions
EURm
Granted
Received
Total
7. Income taxes
EURm
Current tax
Tax relating to previous financial years
Deferred tax(1)
Total
(1) 2020 deferred tax includes derecognition of deferred tax assets. Refer to Note 1, Accounting principles.
2021
(510)
150
(360)
2021
–
3
–
3
2020
(440)
–
(440)
2020
–
6
(43)
(37)
2021
2020
8. Tangible assets
600
600
173
4
70
49
296
(8)
(122)
(33)
(163)
–
–
261
11
56
–
328
(31)
(125)
(7)
(163)
EURm
Acquisition cost as of 1 January 2020
Additions
Disposals and retirements
Reclassifications
Acquisition cost as of 31 December 2020
Accumulated depreciation as of 1 January 2020
Depreciation(1)
Accumulated depreciation as of 31 December 2020
Net book value as of 1 January 2020
Net book value as of 31 December 2020
Acquisition cost as of 1 January 2021
Additions
Disposals and retirements
Reclassifications
Acquisition cost as of 31 December 2021
Accumulated depreciation as of 1 January 2021
Disposals and retirements
Depreciation(1)
Accumulated depreciation as of 31 December 2021
Net book value as of 1 January 2021
Net book value as of 31 December 2021
(1) Recognized in selling, general and administrative expenses.
Land and
water areas
9
1
(1)
–
9
–
–
–
8
9
9
–
–
–
9
–
–
–
–
9
9
Buildings
147
4
–
13
164
(76)
(5)
(81)
71
83
164
–
(1)
–
163
(81)
–
(5)
(86)
83
77
Machinery and
Other tangible
assets and
equipment
advance payments
Assets under
construction
13
2
–
1
16
(12)
(1)
(13)
1
3
16
–
–
–
16
(13)
–
(1)
(14)
3
2
15
–
–
–
15
(4)
(1)
(5)
11
10
15
5
(15)
–
5
(5)
5
–
–
10
5
14
–
–
(14)
–
–
–
–
14
–
–
–
–
–
–
–
–
–
–
–
–
Total
198
7
(1)
–
204
(92)
(7)
(99)
105
105
204
5
(16)
–
193
(99)
5
(6)
(100)
105
93
202
222
NOKIA IN 2021
NOKIA IN 2021
223
203
Financial statements
Notes to the Parent Company financial statements
continued
9. Investments
EURm
Investments in subsidiaries
Net carrying amount as of 1 January
Additions
Disposals
Impairments
Net carrying amount as of 31 December
Investments in associated companies
Net carrying amount as of 1 January
Impairment
Net carrying amount as of 31 December
Non-current financial investments
Net carrying amount as of 1 January
Net carrying amount as of 31 December
(1) Refer to Note 30, Group companies in the consolidated financial statements
10. Prepaid expenses and accrued income
EURm
Expected future cash settlement to acquire non-controlling interest in Nokia Shanghai Bell(1)
Accrued interest
Prepaid and accrued royalty income
Other accrued income from Group companies
Other prepaid expenses and accrued income from other companies
Total
(1) Refer to Note 31, Significant partly-owned subsidiaries in the consolidated financial statements.
2021
2020
18 657
25
(15)
(6)
18 661
18 633
24
–
–
18 657
–
–
–
1
1
2021
503
56
5
71
19
654
1
(1)
–
1
1
2020
420
56
7
44
27
554
12. Distributable earnings
EURm
Reserve for invested unrestricted equity
Retained earnings
Treasury shares
Profit/(loss) for the year
Unrestricted equity total
Fair value and other reserves
Distributable earnings total
13. Fair value and other reserves
2021
15 318
1 827
(344)
482
17 283
–
17 283
2020
15 248
1 963
(344)
(136)
16 730
(18)
16 712
EURm
As of 1 January 2020
Fair value and cash flow hedges
Net fair value gains/(losses)
Transfer to income statement
As of 31 December 2020
As of 1 January 2021
Fair value and cash flow hedges
Net fair value gains/(losses)
Transfer to income statement
As of 31 December 2021
Hedging reserve
Cost of hedging
Fair value reserve
Total
Gross
2
Tax
–
Net
2
Gross
(2)
Tax
–
Net
(2)
Gross
–
Tax
–
Net
–
Gross
–
Tax
–
Net
–
(18)
–
(16)
(16)
29
(1)
12
–
–
–
–
–
–
–
(18)
–
(16)
(16)
29
(1)
12
(7)
7
(2)
(2)
5
–
3
1
(1)
–
–
–
–
–
(6)
6
(2)
(2)
5
–
3
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
(25)
7
(18)
(18)
34
(1)
15
1
(1)
–
–
(24)
6
(18)
(18)
–
–
–
34
(1)
15
11. Shareholders’ equity
EURm
As of 1 January 2020
Settlement of share-based payments
Net fair value gains/(losses)
Loss for the year
As of 31 December 2020
As of 1 January 2021
Settlement of share-based payments
Net fair value gains/(losses)
Profit for the year
As of 31 December 2021
(1) Treasury shares decrease retained earnings.
Share capital
246
–
–
–
246
246 –
–
–
–
246
Share
premium
46
–
–
–
46
46
–
–
–
46
Treasury
shares(1)
(344)
–
–
–
(344)
(344)
–
–
–
(344)
Fair value
and other
reserves
–
–
(18)
–
(18)
(18)
–
33
–
15
Reserve for
invested
unrestricted
equity
15 199
49
–
–
15 248
15 248
70
–
–
15 318
Retained
earnings
1 963
–
–
(136)
1 827
1 827
–
–
482
2 309
Total
17 110
49
(18)
(136)
17 005
17 005
70
33
482
17 590
204
224
NOKIA IN 2021
NOKIA IN 2021
225
205
Financial statements
Notes to the Parent Company financial statements
continued
14. Fair value of financial instruments
Financial assets and liabilities recorded at fair value are categorized based on the amount of unobservable inputs used to measure their fair value.
Three hierarchical levels are based on an increasing amount of judgment associated with the inputs used to derive fair valuation for these assets
and liabilities, level 1 being market values for exchange traded products, level 2 being primarily based on publicly available market information,
and level 3 requiring most management judgment. At the end of each reporting period, Nokia categorizes its financial assets and liabilities to the
appropriate level of fair value hierarchy. Items carried at fair value in the following table are measured at fair value on a recurring basis.
Carrying amounts
Fair value(1)
Fair value through
profit and loss
Fair value through
fair value reserve
Level 1
Level 2
Level 3
Level 1
Level 2
Level 3
Total
Total
EURm
As of 31 December 2021
Non-current financial investments
Non-current loan receivables from Group companies
Non-current loan receivables from other companies
Current loan receivables from Group companies
Other current financial assets from Group companies
Amortized
cost
–
2 765
1
5 060
–
–
–
–
–
–
–
–
1
–
–
–
–
–
–
–
–
–
–
–
including derivatives
–
–
151
–
–
–
Other current financial assets from other companies
including derivatives
Current financial investments
Cash and cash equivalents
Total financial assets
Long-term interest-bearing liabilities to other
companies
Short-term interest-bearing liabilities to Group
companies
Short-term interest-bearing liabilities to other
companies
Other financial liabilities to Group companies
including derivatives
Other financial liabilities to other companies
including derivatives
Total financial liabilities
–
520
2 522
10 868
4 299
10 743
26
–
–
–
–
–
–
–
–
139
1 994
1 991
4 275
–
–
–
1
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
118
–
–
–
–
15 068
–
–
229
347
504
504
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
1
2 765
1
5 060
1
2 765
1
5 060
151
151
139
2 514
4 513
15 144
139
2 514
4 513
15 144
4 299
4 512
10 743
10 743
26
26
118
118
733
15 919
733
16 132
Carrying amounts
Fair value(1)
Fair value through
profit and loss
Fair value through
fair value reserve
Level 1
Level 2
Level 3
Level 1
Level 2
Level 3
Total
Total
Amortized
cost
EURm
As of 31 December 2020
Non-current financial investments
Non-current loan receivables from Group companies
Non-current loan receivables from other companies
Current loan receivables from Group companies
Other current financial assets from Group companies
–
2 644
1
4 728
–
–
–
–
–
–
–
–
1
–
–
–
–
–
–
–
–
–
–
–
including derivatives
–
–
49
–
–
–
Other current financial assets from other companies
including derivatives
Current financial investments
Cash and cash equivalents
Total financial assets
Long-term interest-bearing liabilities to other
–
134
2 502
10 009
–
–
–
–
149
836
2 541
3 575
–
–
–
1
–
–
–
–
–
100
–
100
–
–
–
–
–
–
–
–
–
1
2 644
1
4 728
1
2 644
1
4 728
49
49
149
1 070
5 043
13 685
149
1 070
5 043
13 685
companies
4 697
–
–
–
–
–
–
4 697
4 779
Short-term interest-bearing liabilities to Group
companies
8 942
–
–
–
–
–
–
8 942
8 942
Short-term interest-bearing liabilities to other
companies
Other financial liabilities to Group companies
including derivatives
Other financial liabilities to other companies
including derivatives
Total financial liabilities
448
–
–
–
–
–
–
448
448
–
–
144
–
–
–
–
144
144
–
14 087
–
–
203
420
347
420
–
–
–
–
–
623
623
–
14 854
14 936
(1) The following fair value measurement methods are used for items not carried at fair value: The fair values of long-term interest-bearing liabilities are primarily based on publicly available
market information (level 2). The fair values of other assets and liabilities, including loans receivable and loans payable are primarily based on discounted cash flow analysis (level 2). The fair
value is estimated to equal the carrying amount for current financial assets and financial liabilities due to limited credit risk and short time to maturity. Refer to Note 2, Significant accounting
policies in the consolidated financial statements.
The level 2 category includes financial assets and liabilities measured using a valuation technique based on assumptions that are supported
by prices from observable current market transactions. These include assets and liabilities with fair values based primarily on publicly available
market information, financial assets with fair values based on broker quotes and assets that are valued using the Parent Company’s own valuation
models whereby the material assumptions are market observable. The majority of the Parent Company’s cash equivalents, current investments,
over-the-counter derivatives and certain other products are included within this category.
The level 3 financial assets category includes investments in unlisted equities and unlisted venture funds. The fair value of level 3 investments
is determined using one or more valuation techniques where the use of the market approach generally consists of using comparable market
transactions, while the use of the income approach generally consists of calculating the net present value of expected future cash flows. For
unlisted funds, the selection of appropriate valuation techniques by the fund managing partner may be affected by the availability and reliability
of relevant inputs. In some cases, one valuation technique may provide the best indication of fair value while in other circumstances multiple
valuation techniques may be appropriate.
The inputs generally considered in determining the fair value of level 3 investments include the original transaction price, recent transactions
in the same or similar instruments, completed or pending third-party transactions in the underlying investment or comparable issuers,
subsequent rounds of financing, recapitalizations or other transactions undertaken by the issuer, offerings in the equity or debt capital markets,
and changes in financial ratios or cash flows, adjusted as appropriate for liquidity, credit, market and/or other risk factors. The fair value may be
adjusted to reflect illiquidity and/or non-transferability, with the amount of such discount estimated by the managing partner in the absence
of market information.
The level 3 investments are remeasured for each reporting date taking into consideration any changes in estimates, projections and assumptions,
as well as any changes in economic and other relevant conditions. Level 3 financial liabilities include a conditional obligation to China Huaxin as
part of the Nokia Shanghai Bell definitive agreements, where China Huaxin obtained the right to fully transfer its ownership interest in Nokia
Shanghai Bell to Nokia in exchange for a future cash settlement. The fair value of the liability is calculated using the net present value of the
expected future cash settlement. Change in this liability does not have an impact on income statement. Refer to Note 31, Significant partly-owned
subsidiaries in the consolidated financial statements.
206
226
NOKIA IN 2021
NOKIA IN 2021
227
207
Financial statements
Notes to the Parent Company financial statements
continued
Reconciliation of the opening and closing balances of level 3 financial assets and liabilities:
EURm
As of 1 January 2020
Other movements
As of 31 December 2020
As of 1 January 2021
Other movements
As of 31 December 2021
15. Derivative financial instruments
EURm
As of 31 December 2021
Fair value hedges
Interest rate swaps
Cash flow and fair value hedges(3)
Cross-currency interest rate swaps
Derivatives not designated in hedge accounting relationships carried at fair value
through profit and loss
Forward foreign exchange contracts, other companies
Forward foreign exchange contracts, Group companies
Currency options bought, other companies
Currency options bought, Group companies
Currency options sold, other companies
Currency options sold, Group companies
Total
As of 31 December 2020
Cash flow and fair value hedges(3)
Cross-currency interest rate swaps
Derivatives not designated in hedge accounting relationships carried at fair value
through profit and loss
Forward foreign exchange contracts, other companies
Forward foreign exchange contracts, Group companies
Currency options bought, other companies
Currency options bought, Group companies
Currency options sold, other companies
Currency options sold, Group companies
Total
Level 3 Financial
Assets
1
–
1
1
–
1
Level 3 Financial
Liabilities
(631)
211
(420)
(420)
(84)
(504)
Assets
Liabilities
Fair value(1)
Notional(2)
Fair value(1)
Notional(2)
–
185
–
–
15
265
(68)
441
123
152
–
–
–
–
290
9 957
7 708
17
1
–
–
18 133
(161)
(117)
–
–
–
–
(346)
11 537
7 283
–
–
1
17
19 279
16. Provisions
EURm
Divestment-related
Other
Total
17. Interest-bearing liabilities
Issuer/borrower
Nokia Corporation
Nokia Corporation
Nokia Corporation
Nokia Corporation
Nokia Corporation
Nokia Corporation
Nokia Corporation
Nokia Corporation
Nokia Corporation
Nokia Corporation
Nokia Corporation
Nokia Corporation
Total
Instrument
1.00% Senior Notes(2)
3.375% Senior Notes(3)
2.00% Senior Notes
EIB R&D Loan
NIB R&D Loan(4)
2.375% Senior Notes
2.00% Senior Notes
4.375% Senior Notes
3.125% Senior Notes
6.625% Senior Notes
Other liabilities to Group companies
Other liabilities to other companies
Currency
EUR
USD
EUR
EUR
EUR
EUR
EUR
USD
EUR
USD
Nominal (million)
350
500
750
500
250
500
750
500
500
500
Final maturity
March 2021
June 2022
March 2024
February 2025
May 2025
May 2025
March 2026
June 2027
May 2028
May 2039
2021
33
10
43
2020
32
11
43
Carrying amount EURm(1)
2021
–
–
761
500
250
500
764
466
500
557
10 743
26
15 068
2020
350
418
766
500
250
500
767
451
500
545
8 942
98
14 087
(1) Carrying amount includes EUR 166 million (EUR 224 million in 2020) of fair value gains related to fair value hedge accounting relationships, out of which EUR 203 million (EUR 235 million in
2020) are fair value gains related to discontinued fair value hedge accounting relationships that are amortized over the life of the respective Senior Notes.
(2) In January 2021, Nokia exercised its issuer call option to redeem 1.00% Senior Notes due March 2021 for the full amount of EUR 350 million. The redemption date for the notes was 15
February 2021.
(3) In December 2021, Nokia exercised its issuer call option to redeem 3.375% Senior Notes due June 2022 for the full amount of USD 500 million. The redemption date for the notes was 16
December 2021.
(4) The loan from the Nordic Investment Bank (NIB) is repayable in three equal annual installments in 2023, 2024 and 2025.
–
–
(154)
815
Significant credit facilities and funding programs:
147
49
3
–
–
–
199
7 359
3 032
279
6
–
–
10 676
(49)
(141)
–
–
–
(3)
(347)
5 721
5 551
–
–
6
279
12 372
Committed/Uncommitted
Committed
Uncommitted
Uncommitted
Uncommitted
Total
Financing arrangement
Revolving Credit Facility(1)
Finnish Commercial Paper Programme
Euro-Commercial Paper Programme
Euro Medium Term Note Programme(2)
Currency
EUR
EUR
EUR
EUR
Nominal (million)
1 500
750
1 500
5 000
2021
–
–
–
2 500
2 500
2020
–
–
–
2 850
2 850
(1) Nokia exercised its option to extend the maturity date of the Revolving Credit Facility in June 2021. Subsequent to the extension, the facility has its maturity in June 2026, except for EUR 88
million having its maturity in June 2024.
(2) All euro-denominated bonds have been issued under the Euro Medium Term Note Programme.
All borrowings and credit facilities presented in the tables above are senior unsecured and have no financial covenants.
(1) Included in other current financial assets and other current financial liabilities in the statement of financial position.
(2) Includes the gross amount of all notional values for contracts that have not yet been settled or cancelled. The amount of notional value outstanding is not necessarily a measure or indication
of market risk as the exposure of certain contracts may be offset by that of other contracts.
(3) Cross-currency interest rate swaps have been designated partly as fair value hedges and partly as cash flow hedges.
Derivative financial instrument designation to hedging relationships in the table above presents the use of and accounting for derivative financial
instruments from the perspective of the Parent Company’s standalone financial statements, which may differ from the designation in the
consolidated financial statements. Refer to Note 23, Derivative financial instruments in the consolidated financial statements.
208
228
NOKIA IN 2021
NOKIA IN 2021
229
209
Financial statements
Notes to the Parent Company financial statements
continued
18. Accrued expenses and other liabilities
EURm
Accrued interest expenses
Salaries and social expenses
VAT and other indirect taxes
Other accrued expenses to Group companies
Other accrued expenses to other companies
Total
19. Commitments and contingencies
EURm
Contingent liabilities on behalf of Group companies
Leasing guarantees
Other guarantees
Contingent liabilities on behalf of other companies
Other guarantees
Signing of the Annual Accounts and the
Review of the Board of Directors 2021
Signatures
The distributable funds on the balance sheet of the Company on 31 December 2021 were EUR 17 283 million, of which the profit for the
financial year 2021 was EUR 482 million.
The Board of Directors proposes to the Annual General Meeting that based on the balance sheet to be adopted for the financial year ended on
31 December 2021, no dividend is distributed by a resolution of the Annual General Meeting. Instead, the Board of Directors proposes to be
authorized to decide in its discretion on the distribution of an aggregate maximum of EUR 0.08 per share as dividend and/or as assets from the
invested unrestricted equity fund.
On the date of issuing the financial statements for 2021 the number of the Company’s shares is 5 696 261 159, and the authorization would
equal to an approximate maximum of EUR 456 million.(1)
The proposal on the use of profit is in accordance with the Company’s dividend policy.
(1) The number of the Company’s shares on 31 December 2021 was 5 675 461 159 after which the Company has issued 20 800 000 new shares.
3 March 2022
2021
45
13
3
53
24
138
2020
47
21
19
44
22
153
2021
2020
551
1 281
–
274
1 225
5
As of 31 December 2021 operating lease commitments amounted to EUR 1 million (EUR 2 million in 2020).
20. Loans granted to the management of the Company
There were no loans granted to the members of the Nokia Leadership Team and Board of Directors as of 31 December 2021 or 2020.
Sari Baldauf
Chair
Kari Stadigh
2021
2020
Bruce Brown
Thomas Dannenfeldt
1
(3)
(133)
6
11
70
(10)
360
(600)
(298)
7
41
(182)
1
1
49
–
440
–
356
Jeanette Horan
Edward Kozel
Søren Skou
Carla Smits-Nusteling
21. Notes to the statement of cash flows
EURm
Adjustments for
Depreciation and amortization
Income tax
Financial income and expenses, net
Impairment charges
Asset retirements
Share-based payment
Disposal of businesses
Group contributions
Other financial items
Total
22. Nokia companies
Refer to Note 30, Group companies in the consolidated financial statements.
23. The shares of the Parent Company
Refer to Note 19, Equity in the consolidated financial statements.
24. Financial risk management
Nokia has a systematic and structured approach to financial risk management across business operations and processes. Financial risk
management policies and procedures are group-wide, and there are no separate or individual financial risk management policies or procedures for
the Parent Company. Hence, internal and external financial risk exposures and transactions are managed only in the context of the Nokia financial
risk management strategy. The Parent Company is the centralized external dealing entity in Nokia. The Parent Company executes all significant
external financial transactions with banks based on Nokia’s financial risk management strategy and executes identical opposite internal financial
transactions with Nokia companies as required. Refer to Note 34, Financial Risk Management in the consolidated financial statements.
25. Subsequent events
Share buyback program
On 3 February 2022, Nokia announced that its Board of Directors is initiating a share buyback program under the current authorization from the
AGM to repurchase shares. The program targets to return up to EUR 600 million of cash to shareholders in tranches over a period of two years,
subject to continued authorization from the Annual General Meeting. Nokia launched the first phase of the program on 11 February 2022 with
repurchases starting on 14 February 2022. For more details about the share buyback program and how Nokia plans to distribute funds to its
shareholders, refer to Note 19, Equity in the notes to the consolidated financial statements.
Pekka Lundmark
President and CEO
The Auditor’s note
Auditor’s Report has been issued today.
Helsinki, 3 March 2022
Deloitte Oy
Authorized Public Accountant Firm
Marika Nevalainen
APA
210
230
NOKIA IN 2021
NOKIA IN 2021
211
Our application of materiality
We define materiality as the magnitude of misstatement in the
financial statements that makes it probable that the economic
decisions of a reasonably knowledgeable person would be changed
or influenced. We use materiality both in planning the scope of our
audit work and in evaluating the results of our work.
Based on our professional judgement, we determined materiality
for the financial statements as a whole as follows:
Materiality
Basis for determining
materiality
Rationale for the
benchmark applied
Materiality in the Group financial statements
€170 million
0.8% of consolidated net sales and 2.0%
of gross profit
Given the importance of net sales and gross
profit to investors and other users of the
financial statements, we have used these
as primary benchmarks.
Key audit matters
Key audit matters are those matters that, in our professional
judgment, were of most significance in our audit of the financial
statements of the current period. These matters were addressed in
the context of our audit of the financial statements as a whole and
in forming our opinion thereon, and we do not provide a separate
opinion on these matters.
We have also addressed the risk of management override of internal
controls. This includes consideration of whether there was evidence
of management bias that represented a risk of material misstatement
due to fraud.
Auditor’s report
To the Annual General Meeting of Nokia Corporation
Report on the Audit of the Financial Statements
Opinion
We have audited the financial statements of Nokia Corporation
(business identity code 0112038-9) for the year ended 31 December
2021. The financial statements comprise the consolidated balance
sheet, income statement, statement of comprehensive income,
statement of cash flows, statement of changes in shareholders’ equity
and notes, including a summary of significant accounting policies,
as well as the parent company’s balance sheet, income statement,
statement of cash flows and notes.
In our opinion
■ the consolidated financial statements give a true and fair view of
the group’s financial position, financial performance and cash flows
in accordance with International Financial Reporting Standards
(IFRS) as adopted by the EU.
■ the financial statements give a true and fair view of the
parent company’s financial performance and financial position
in accordance with the laws and regulations governing the
preparation of financial statements in Finland and comply with
statutory requirements.
Our opinion is consistent with the additional report submitted
to the Audit Committee.
Basis for opinion
We conducted our audit in accordance with good auditing practice
in Finland. Our responsibilities under good auditing practice are
further described in the Auditor’s Responsibilities for the Audit of the
Financial Statements section of our report.
We are independent of the parent company and of the group
companies in accordance with the ethical requirements that are
applicable in Finland and are relevant to our audit, and we have
fulfilled our other ethical responsibilities in accordance with these
requirements.
In our best knowledge and understanding, the non-audit services that
we have provided to the parent company and group companies are in
compliance with laws and regulations applicable in Finland regarding
these services, and we have not provided any prohibited non-audit
services referred to in Article 5(1) of regulation (EU) 537/2014.
The non-audit services that we have provided have been disclosed
in note 3 to the parent company financial statements.
We believe that the audit evidence we have obtained is sufficient
and appropriate to provide a basis for our opinion.
Auditor’s report
Key audit matter
Revenue recognition – Accounting for significant and
complex contracts
Refer to Notes 2 and 6 to the financial statements
How our audit addressed the key audit matter
Our audit procedures related to the determination of the appropriateness of
the accounting for significant and complex contracts included the following,
among others:
The Company recognises revenue in accordance with
International Financial Reporting Standard 15 Revenue from
Contracts with Customers from contracts.
■ We assessed management’s accounting policy in relation to the areas of
complexity identified in all significant and complex contracts to determine
compliance of the policy with IFRS 15;
A number of the contracts that the Company enters into are
particularly significant in value, and contain highly complex terms
and conditions which impact revenue recognition.
■ We tested the operating effectiveness of controls over revenue
recognition of significant and complex contracts, specifically focusing
on controls relating to the areas of accounting complexity;
Such complexities included the assessment of whether to
combine two contracts entered into at similar times, accounting
for modifications to existing contracts and accounting for
contractual discounts.
Given the level of complexity and management judgement
involved in the accounting for significant and complex contracts,
performing audit procedures to evaluate the reasonableness of
these accounting judgements required a high degree of auditor
judgement, and there was a significant audit effort in obtaining
sufficient audit evidence.
This matter is a significant risk of material misstatement referred
to in EU Regulation No 537/2014, point (c) of Article 10(2).
■ We utilised data analytics to identify those contracts with higher levels
of risk based on size and complexity;
■ We analysed the terms and conditions of significant and complex
contracts, and obtained and read the Company’s accounting paper setting
out management’s accounting conclusions;
■ We met with senior management in the finance and operations teams
relevant to the significant and complex contracts to make inquiries
regarding commercial and financial considerations relating to those
contracts;
■ We consulted with our revenue recognition accounting experts to assess
the accounting for certain complex elements within these contracts; and
■ We assessed whether management’s conclusions were in accordance
with the terms and conditions of the contract and compliant with IFRS 15.
There are no significant risks of material misstatement referred to in EU regulation No 537/2014, point (c) of Article 10(2) relating to the parent
company’s financial statements.
Responsibilities of the Board of Directors and the Managing
Director for the Financial Statements
The Board of Directors and the Managing Director are responsible for
the preparation of consolidated financial statements that give a true
and fair view in accordance with International Financial Reporting
Standards (IFRS) as adopted by the EU, and of financial statements
that give a true and fair view in accordance with the laws and
regulations governing the preparation of financial statements in
Finland and comply with statutory requirements. The Board of
Directors and the Managing Director are also responsible for such
internal control as they determine is necessary to enable the
preparation of financial statements that are free from material
misstatement, whether due to fraud or error.
In preparing the financial statements, the Board of Directors and the
Managing Director are responsible for assessing the parent company’s
and the group’s ability to continue as going concern, disclosing, as
applicable, matters relating to going concern and using the going
concern basis of accounting. The financial statements are prepared
using the going concern basis of accounting unless there is an
intention to liquidate the parent company or the group or cease
operations, or there is no realistic alternative but to do so.
Auditor’s Responsibilities for the Audit of the Financial
Statements
Our objectives are to obtain reasonable assurance on whether the
financial statements as a whole are free from material misstatement,
whether due to fraud or error, and to issue an auditor’s report that
includes our opinion. Reasonable assurance is a high level of
assurance, but is not a guarantee that an audit conducted in
accordance with good auditing practice will always detect a material
misstatement when it exists. Misstatements can arise from fraud or
error and are considered material if, individually or in aggregate, they
could reasonably be expected to influence the economic decisions of
users taken on the basis of the financial statements.
As part of an audit in accordance with good auditing practice, we
exercise professional judgment and maintain professional skepticism
throughout the audit. We also:
■ Identify and assess the risks of material misstatement of the
financial statements, whether due to fraud or error, design and
perform audit procedures responsive to those risks, and obtain
audit evidence that is sufficient and appropriate to provide a basis
for our opinion. The risk of not detecting a material misstatement
resulting from fraud is higher than for one resulting from error, as
fraud may involve collusion, forgery, intentional omissions,
misrepresentations, or the override of internal control.
■ Obtain an understanding of internal control relevant to the audit in
order to design audit procedures that are appropriate in the
circumstances, but not for the purpose of expressing an opinion on
the effectiveness of the parent company’s or the group’s internal
control.
■ Evaluate the appropriateness of accounting policies used and the
reasonableness of accounting estimates and related disclosures
made by management.
212
NOKIA IN 2021
NOKIA IN 2021
213
Auditor’s report
continued
■ Conclude on the appropriateness of the Board of Directors’ and the
Managing Director’s use of the going concern basis of accounting
and based on the audit evidence obtained, whether a material
uncertainty exists related to events or conditions that may cast
significant doubt on the parent company’s or the group’s ability
to continue as a going concern. If we conclude that a material
uncertainty exists, we are required to draw attention in our auditor’s
report to the related disclosures in the financial statements or,
if such disclosures are inadequate, to modify our opinion. Our
conclusions are based on the audit evidence obtained up to the
date of our auditor’s report. However, future events or conditions
may cause the parent company or the group to cease to continue
as a going concern.
Other reporting requirements
Information on our audit engagement
We were first appointed at the Annual General Meeting on 21 May 2019
to audit the financial statements for the year ended 31 December
2020. Our appointment represents a total period of uninterrupted
engagement of two (2) years.
Other information
The Board of Directors and the Managing Director are responsible for
the other information. The other information comprises the report
of the Board of Directors and the information included in the Annual
Report but does not include the financial statements and our auditor’s
report thereon.
■ Evaluate the overall presentation, structure and content of the
financial statements, including the disclosures, and whether the
financial statements represent the underlying transactions and
events so that the financial statements give a true and fair view.
■ Obtain sufficient appropriate audit evidence regarding the financial
information of the entities or business activities within the group to
express an opinion on the consolidated financial statements. We are
responsible for the direction, supervision and performance of the
group audit. We remain solely responsible for our audit opinion.
We communicate with those charged with governance regarding,
among other matters, the planned scope and timing of the audit
and significant audit findings, including any significant deficiencies
in internal control that we identify during our audit.
We also provide those charged with governance with a statement
that we have complied with relevant ethical requirements regarding
independence, and communicate with them all relationships and
other matters that may reasonably be thought to bear on our
independence, and where applicable, related safeguards.
From the matters communicated with those charged with
governance, we determine those matters that were of most
significance in the audit of the financial statements of the current
period and are therefore the key audit matters. We describe these
matters in our auditor’s report unless law or regulation precludes
public disclosure about the matter or when, in extremely rare
circumstances, we determine that a matter should not be
communicated in our report because the adverse consequences
of doing so would reasonably be expected to outweigh the public
interest benefits of such communication.
Our opinion on the financial statements does not cover the other
information.
In connection with our audit of the financial statements, our
responsibility is to read the other information and, in doing so,
consider whether the other information is materially inconsistent
with the financial statements or our knowledge obtained in the audit,
or otherwise appears to be materially misstated. With respect to the
report of the Board of Directors, our responsibility also includes
considering whether the report of the Board of Directors has been
prepared in accordance with the applicable laws and regulations.
In our opinion, the information in the report of the Board of Directors
is consistent with the information in the financial statements and the
report of the Board of Directors has been prepared in accordance
with the applicable laws and regulations.
If, based on the work we have performed, we conclude that there
is a material misstatement of the other information, we are required
to report that fact. We have nothing to report in this regard.
Other statements
We support that the financial statements should be adopted. The
proposal by the Board of Directors regarding the use of the profit
shown in the balance sheet (and the distribution of other unrestricted
equity) is in compliance with the Limited Liability Companies Act.
We support that the Members of the Board of Directors of the parent
company and the Managing Director should be discharged from
liability for the financial period audited by us.
Helsinki, 3 March 2022
Deloitte Oy
Audit Firm
Marika Nevalainen
Authorised Public Accountant (KHT)
Auditor’s ESEF asssurance report
Independent Auditor’s Report on Nokia Oyj’s
ESEF Consolidated Financial Statements
To the Board of Directors of Nokia Oyj
We have performed a reasonable assurance engagement on the
iXBRL tagging of the consolidated financial statements included in the
digital files (549300A0JPRWG1KI7U06-2021-12-31-fi.zip) of Nokia
Oyj for the financial year 1.1. – 31.12.2021 to ensure that the financial
statements are tagged with iXBRL mark ups in accordance with the
requirements of Article 4 of EU Commission Delegated Regulation (EU)
2018/815 (ESEF RTS).
Responsibilities of the board of directors and managing director
The Board of Directors and Managing Director are responsible for
the preparation of the Report of Board of Directors and financial
statements (ESEF financial statements) that comply with the ESEF RTS.
This responsibility includes:
■ preparation of ESEF financial statements in accordance with
Article 3 of ESEF RTS
■ tagging the consolidated financial statements included within
the ESEF financial statements by using the iXBRL mark ups in
accordance with Article 4 of ESEF RTS
■ ensuring consistency between ESEF financial statements and
audited financial statements
The Board of Directors and Managing Director are also responsible
for such internal control as they determine is necessary to enable
the preparation of ESEF financial statements in accordance the
requirements of ESEF RTS.
Auditor’s independence and quality control
We are independent of the company in accordance with the ethical
requirements that are applicable in Finland and are relevant to the
engagement we have performed, and we have fulfilled our other
ethical responsibilities in accordance with these requirements.
The auditor applies International Standard on Quality Control (ISQC) 1
and therefore maintains a comprehensive quality control system
including documented policies and procedures regarding compliance
with ethical requirements, professional standards and applicable legal
and regulatory requirements.
Auditor’s responsibilities
In accordance with the Engagement Letter we will express an opinion
on whether the electronic tagging of the consolidated financial
statements complies in all material respects with the Article 4 of
ESEF RTS. We have conducted a reasonable assurance engagement
in accordance with International Standard on Assurance Engagements
ISAE 3000.
The engagement includes procedures to obtain evidence on:
■ whether the tagging of the primary financial statements in
the consolidated financial statements complies in all material
respects with Article 4 of the ESEF RTS
■ whether the ESEF financial statements are consistent with the
audited financial statements
The nature, timing and extent of the procedures selected depend on
the auditor’s judgement including the assessment of risk of material
departures from requirements sets out in the ESEF RTS, whether due
to fraud or error.
We believe that the evidence we have obtained is sufficient and
appropriate to provide a basis for our statement.
Opinion
In our opinion the tagging of the primary financial statements in
the consolidated financial statements included in the ESEF financial
statements of Nokia Oyj (549300A0JPRWG1KI7U06-2021-12-31-fi.
zip) for the year ended 31.12.2021 complies in all material respects
with the requirements of ESEF RTS.
Our audit opinion on the consolidated financial statements
of Nokia Oyj for the year ended 31.12.2021 is included in our
Independent Auditor’s Report 3.3.2022. In this report, we do
not express an audit opinion or any other assurance on the
consolidated financial statements.
Helsinki, 3 March 2022
Deloitte Oy
Audit firm
Marika Nevalainen
Authorised Public Accountant (KHT)
214
NOKIA IN 2021
NOKIA IN 2021
215
Other information
Other
information
Forward-looking statements
Introduction and use of certain terms
Glossary
Investor information
Contact information
218
219
220
223
224
216
NOKIA IN 2021
NOKIA IN 2021
217
, FP5 Forward-looking statements
Introduction and use of certain terms
These statements are based on management’s best assumptions
and beliefs in light of the information currently available to it and are
subject to a number of risks and uncertainties, many of which are
beyond our control, which could cause actual results to differ materially
from such statements. These statements are only predictions based
upon our current expectations and views of future events and
developments and are subject to risks and uncertainties that are
difficult to predict because they relate to events and depend on
circumstances that will occur in the future. Risks and uncertainties that
could affect these statements include but are not limited to the risk
factors specified under the section “Operating and financial review
and prospects — Risk factors” of this report and in our other filings
or documents furnished with the U.S. Securities and Exchange
Commission. Other unknown or unpredictable factors or underlying
assumptions subsequently proven to be incorrect could cause actual
results to differ materially from those in the forward-looking statements.
We do not undertake any obligation to publicly update or revise
forward-looking statements, whether as a result of new information,
future events or otherwise, except to the extent legally required.
Introduction and use of certain terms
Nokia Corporation is a public limited liability company incorporated
under the laws of the Republic of Finland and registered to the Finnish
Trade Register since 1896. In this report, any reference to “we,” “us,”
“the Group,” “the company” or “Nokia” means Nokia Corporation
and its consolidated subsidiaries and generally Nokia’s continuing
operations, except where we separately specify that the term means
Nokia Corporation or a particular subsidiary or business segment only
or our discontinued operations. References to “our shares,” matters
relating to our shares or matters of corporate governance refer to the
shares and corporate governance of Nokia Corporation.
Nokia Corporation has published its consolidated financial statements
in euro for periods beginning on or after 1 January 1999. In this
report, references to “EUR,” “euro” or “€” are to the common currency
of the European Economic and Monetary Union, references to
“dollars,” “US dollars,” “USD” or “$” are to the currency of the United
States, and references to “Chinese yuan” or “Chinese yuan renminbi”
or “CNY” are to the official currency of the People’s Republic of China.
Forward-looking statements
Certain statements contained in this report constitute
“forward-looking statements.” Forward-looking statements provide
Nokia’s current expectations of future events and trends based on
certain assumptions and include any statement that does not directly
relate to any current or historical fact. The words “believe,” “expect,”
“expectations,” “anticipate,” “foresee,” “see,” “target,” “estimate,”
“designed,” “aim,” “plan,” “intend,” “influence,” “assumption,”
“focus,” “continue,” “project,” “should,” “is to,” “will,” “strive,” “may”
or similar expressions as they relate to us or our management are
intended to identify these forward-looking statements, as well as
statements regarding:
A)
B)
C)
business strategies, market expansion, growth management, and
future industry trends and megatrends and our plans to address
them;
future performance of our businesses and any future distributions
and dividends;
expectations and targets regarding financial performance, results,
operating expenses, cash flows, taxes, currency exchange rates,
hedging, cost savings and competitiveness, as well as results
of operations including targeted synergies and those related to
market share, prices, net sales, income and margins;
D) expectations, plans, timelines or benefits related to changes in our
organizational and operational structure;
E)
market developments in our current and future markets and their
seasonality and cyclicality, including the communications service
provider market, as well as general economic conditions, future
regulatory developments and the expected impact, timing and
duration of the COVID-19 pandemic on our businesses, our supply
chain, our customers’ businesses and the general market and
economic conditions;
F)
our position in the market, including product portfolio and
geographical reach, and our ability to use the same to develop
the relevant business or market and maintain our order pipeline
over time;
G)
any future collaboration or business collaboration agreements or
patent license agreements or arbitration awards, including income
from any collaboration or partnership, agreement or award;
H) timing of the development and delivery of our products and
services, including our short-term and longer-term expectations
around the deployment of 5G and our ability to capitalize on such
deployment
as well as use our global installed base as the platform for success
in 5G, and the overall readiness of the 5G ecosystem;
I)
J)
the outcome of pending and threatened litigation, arbitration,
disputes, regulatory proceedings or investigations by authorities;
restructurings, investments, capital structure optimization efforts,
divestments and our ability to achieve the financial and operational
targets set in connection with any such restructurings,
investments, and capital structure optimization efforts including
our ongoing cost savings program;
K)
future capital expenditures, temporary incremental expenditures
or other R&D expenditures to develop or rollout new products,
including 5G; and
L)
the sustainability and corporate responsibility contained in the
sustainability and corporate responsibility section of this report.
218
NOKIA IN 2021
NOKIA IN 2021
219
Other information Glossary
Glossary
2G (Second Generation Mobile Communications): Also known as
GSM (Global System for Mobile Communications): A digital system for
mobile communications that is based on a widely-accepted standard
and typically operates in the 900 MHz, 1800 MHz and 1900 MHz
frequency bands.
3G (Third Generation Mobile Communications): The third
generation of mobile communications standards designed for
carrying both voice and data generally using WCDMA or close variants.
See also WCDMA.
3GPP (The Third Generation Partnership Project): A consortium
comprising several standards organizations which develop protocols
for mobile telecommunications. The initial goal was to develop a global
technical specification for a 3G mobile phone system. Since then,
the operations have been extended and today the main focus is
on 5G networks.
4G (Fourth Generation Mobile Communications): The fourth
generation of mobile communications standards based on LTE,
offering IP data connections only and providing true broadband
internet access for mobile devices. See also LTE.
5G (Fifth Generation Mobile Communications): The next major
phase of mobile telecommunications standards. 5G is a complete
redesign of network architecture with the flexibility and agility to
support upcoming service opportunities. It delivers higher speeds,
higher capacity, extremely low latency and greater reliability.
6G (Sixth Generation Mobile Communications): The cellular industry
introduces a new generation about every ten years. The next
generation of technology is expected to be introduced by 2030
and is generally referred to as 6G.
Access network: A telecommunications network between a local
exchange and the subscriber station.
Airframe: Our 5G-ready, end-to-end data center solution that
combines the benefits of cloud computing technologies with the
requirements of the core and radio telecommunications world. It is
available in Rackmount and Open Compute Project (OCP) form factors.
This enables the solution to be very scalable: from small distributed
latency-optimized data centers to massive centralized hyperscale
data center deployment.
AirScale Radio Access: A 5G-ready complete radio access generation
that helps operators address the increasing demands of today and
tomorrow. The solution comprises: Nokia AirScale Base Station with
multiband radio frequency elements and system modules; Nokia
AirScale Active Antennas; Cloud RAN with Nokia AirScale Cloud Base
Station Server and the cloud-based AirScale RNC (Radio Network
Controller) for 3G; Nokia AirScale Wi-Fi; common software; and services
which use intelligent analytics and extreme automation to maximize
the performance of hybrid networks.
Alcatel-Lucent: Alcatel-Lucent Group, that has been part of the
Nokia Group since 2016.
Anyhaul: Mobile transport solution for 5G networks covering
microwave, IP, optical and broadband.
Artificial Intelligence (AI): Autonomous and adaptive intelligence of
machines, where machines have the ability to perform tasks in complex
environments without constant guidance by a user and have the ability
to improve performance by learning from experience.
Bandwidth: The width of a communication channel, which affects
transmission speeds over that channel.
Base station: A network element in a mobile network responsible
for radio transmission and reception to or from the mobile station.
Broadband: The delivery of higher bandwidth by using transmission
channels capable of supporting data rates greater than the primary
rate of 9.6 Kbps.
Churn: A measure of the number of customers or subscribers who
leave their service provider, e.g. a mobile operator, during a given
time period.
Cloud: Cloud computing is a model for enabling ubiquitous,
convenient, on-demand network access to a shared pool of
configurable computing resources (e.g., networks, servers, storage,
applications and services) that can be rapidly provisioned and
released with minimal management effort.
Cloud and Network Services: Our Cloud and Network Services business
group enables CSPs and enterprises to deploy and monetize 5G,
cloud-native software and as-a-Service delivery models.
CloudBand: Our cloud management and orchestration solutions
enabling a unified cloud engine and platform for Network Functions
Virtualization (NFV). See also NFV.
Cloud RAN: Cloud RAN refers to all or some of the baseband functions
being run on a commercial off-the-shelf (COTS) computing platform
rather than purpose-built hardware.
Common Software Foundation (CSF): As a coherent software suite,
Nokia’s cloud-native Common Software Foundation is designed to
deliver applications that are hardware- and vendor-agnostic, and easy
to deploy, integrate, use and upgrade.
Converged core: Wireless and fixed access convergence within the
core. As we move towards a 5G standalone core, service providers
will be able to use a common set of control plane functions within
the core to manage both wireless and fixed user plane functions. The
ability of a unified control plane will simplify operations and provide
independent location, scaling and lifecycle management capabilities.
Convergence: The coming together of two or more disparate
disciplines or technologies. Convergence types are, for example,
IP convergence, fixed-mobile convergence and device convergence.
Core network: A combination of exchanges and the basic transmission
equipment that together form the basis for network services.
CSPs: Communications service providers. One of Nokia’s customer
segments.
Customer Experience Management: Software suite used to manage
and improve the customer experience, based on customer, device
and network insights.
Digital: A signaling technique in which a signal is encoded into digits
for transmission.
Discontinued operations: The continuing financial effects of the HERE
business and the Devices & Services business. HERE was divested to an
automotive consortium and substantially all of the Devices & Services
business was sold to Microsoft.
Ecosystem: An industry term to describe the increasingly large
communities of mutually beneficial partnerships that participants such
as hardware manufacturers, software providers, developers, publishers,
entertainment providers, advertisers and ecommerce specialists form
in order to bring their offerings to market. At the heart of the major
ecosystems in the mobile devices and related services industry is the
operating system and the development platform upon which services
are built.
Enterprise verticals: One of Nokia’s customer segments. An enterprise
vertical represents a grouping of companies by an industry (like energy
or transportation) that offers products and services that meet specific
needs of that industry. Within the enterprise verticals segments, we
primarily focus on transportation, energy, manufacturing, logistics and
the public sector.
ETSI (European Telecommunications Standards Institute):
Standards produced by the ETSI contain technical specifications laying
down the characteristics required for a telecommunications product.
Fixed Wireless Access (FWA): Uses wireless networks to connect fixed
locations such as homes and businesses with broadband services.
FP5: Nokia's fifth generation of high-performance IP routing silicon,
and the latest range of our AirScale 5G products.
Future X: A network architecture – a massively distributed, cognitive,
continuously adaptive, learning and optimizing network connecting
humans, senses, things, systems, infrastructure and processes.
G.fast: A fixed broadband technology able to deliver up to 1Gbps
over very short distances (for example, for in-building use, also
called “Fiber-to-the-Building”). Launched in 2014, G.fast uses more
frequencies and G.fast Vectoring techniques to achieve higher speeds.
GPON (Gigabit Passive Optical Network): A fiber access technology
that delivers 25Gbps over a single optical fiber to multiple end points
including residential and enterprise sites.
GSM (Global System for Mobile Communications): A digital system for
mobile communications that is based on a widely accepted standard
and typically operates in the 900 MHz, 1800 MHz and 1900 MHz
frequency bands. See also 2G.
GSM-R (GSM-Railway): An international wireless communications
standard for railway communication and applications. A sub-system
of European Rail Traffic Management System (ERTMS), it is used for
communication between train and railway regulation control centers.
Hexa-X: European Commission’s flagship 6G initiative for research
into the next generation of wireless networks. The initiative began in
January 2021 with Nokia as project lead, working closely with a strong
consortium of European partners.
Hyperscalers: One of Nokia’s customer segments. Hyperscaler refers
to companies like Alphabet (Google), Amazon (Amazon Web Services),
Microsoft and Meta Platforms (Facebook) that provide cloud solutions
at a global scale leveraging massive connected data centers.
Internet of Things (IoT): All things such as cars, the clothes we wear,
household appliances and machines in factories connected to the
internet and able to automatically learn and organize themselves.
IP (Internet Protocol): A network layer protocol that offers a
connectionless internet work service and forms part of the
(Transmission Control Protocol) TCP/IP protocol.
IP (Intellectual Property): Intellectual property results from original
creative thought, covering items such as patents, copyright material
and trademarks, as well as business models and plans.
IPR (Intellectual Property Rights): Legal rights protecting the
economic exploitation of intellectual property, a generic term used to
describe products of human intellect, for example patents, that have
an economic value.
IP/MPLS (IP Multiprotocol Label Switching): IP/MPLS is a routing
technique in telecommunications networks that directs data from one
node to the next based on short path labels rather than long network
addresses, thus avoiding complex lookups in a routing table and
speeding traffic flows.
IPR licensing: Generally an agreement or an arrangement where a
company allows another company to use its intellectual property
(such as patents, trademarks or copyrights) under certain terms.
LTE (Long-Term Evolution): 3GPP radio technology evolution
architecture and a standard for wireless communication of high-speed
data. Also referred to as 4G.
Mission-critical networks/communications: One of the key elements
of 5G. Mission-critical communications meets the needs of emergency
responders such as emergency operations centers, fire departments,
emergency vehicles, police, and search and rescue services, replacing
traditional radio with new communications capabilities available to
smartphone users.
Mobile broadband: Refers to high-speed wireless internet connections
and services designed to be used from multiple locations.
Mobile Networks: Our Mobile Networks business group offers products
and services for radio access networks covering technologies from
2G to 5G, and microwave radio links for transport networks.
MPLS: Multiprotocol Label Switching, a routing technique for networks.
MSO: Multiple System Operators (MSO) are operators of multiple cable
television systems. The majority of system operators run cable systems
in more than one community and hence most of them are multiple
system operators.
Network Infrastructure: Our Network Infrastructure business group
provides fiber, copper, fixed wireless access technologies, IP routing,
data center, subsea and terrestrial optical networks – along with related
services – to customers including communications service providers,
webscales (including hyperscalers), digital industries and governments.
NFV (Network Functions Virtualization): Principle of separating
network functions from the hardware they run on by using virtual
hardware abstraction.
Nokia Bell Labs: Our research arm engaged in discovering and
developing the technological shifts needed for the next phase of
human existence as well as exploring and solving complex problems
to radically redefine networks.
Nokia Technologies: Our Nokia Technologies business group is
responsible for managing Nokia’s patent portfolio and monetizing
Nokia’s intellectual property, including patents, technologies and the
Nokia brand.
220
220
NOKIA IN 2021
NOKIA IN 2021
221
Other information
Investor information
Investor information
Information on the internet
www.nokia.com
Available on the internet: financial reports, members of the Group Leadership Team, other investor-related materials and events, and press
releases as well as environmental and social information, including our People & Planet Report, Code of Conduct, Corporate Governance
Statement and Remuneration Statement.
Investor Relations contacts
investor.relations@nokia.com
Annual General Meeting
Date:
5 April 2022
Place:
Espoo, Finland
Dividend
The Board proposes to the Annual General Meeting 2022 to be authorized to decide, in its discretion, on the distribution of an aggregate
maximum of EUR 0.08 per share as dividend and/or as assets from the invested unrestricted equity fund.
Financial reporting
Our interim reports in 2022 are planned to be published on 28 April 2022, 21 July 2022 and 20 October 2022. The full-year 2022 results are
planned to be published in February 2023.
Information published in 2021
All our global press releases and statements published in 2021 are available on the internet at www.nokia.com/en_int/news/releases.
Stock exchanges
The Nokia Corporation share is quoted on the following stock exchanges:
Nasdaq Helsinki (since 1915)
New York Stock Exchange (since 1994)
Euronext Paris (since 2015)
Symbol
NOKIA
NOK
NOKIA
Trading currency
EUR
USD
EUR
Glossary
continued
Non-Standalone (NSA): Network architecture that is built over an
existing 4G network.
Operating System (OS): Software that controls the basic operation
of a computer or a mobile device, such as managing the processor and
memory. The term is also often used to refer more generally to the
software within a device, for example, the user interface.
O-RAN: The term O-RAN refers to interfaces and architecture elements
as specified by the O-RAN alliance. O-RAN Alliance is a specification
group defining next-generation RAN infrastructures, empowered by
principles of intelligence and openness.
Packet: Part of a message transmitted over a packet-switched network.
Platform: Software platform is a term used to refer to an operating
system or programming environment, or a combination of the two.
PON (Passive Optical Network): A fiber access architecture in which
unpowered fiber optic splitters are used to enable a single optical fiber
to serve multiple endpoints without having to provide individual fibers
between the hub and customer.
Private wireless network: Private wireless is a standalone network
focused on industrial operational assets and users. A private wireless
network provides broadband connectivity, similar to a public wireless
network, but is owned and controlled by the organization that built or
purchased it.
Programmable world: A world where connectivity will expand massively,
linking people as well as billions of physical objects – from cars, home
appliances and smartphones, to wearables, industrial equipment and
health monitors. What distinguishes the Programmable World from the
Internet of Things (IoT) is the intelligence that is added to data to allow
people to interpret and use it, rather than just capture it.
PSE-3: The PSE-3 chipset is the first coherent digital signal processor
to implement Probabilistic Constellation Shaping (PCS), a modulation
technique pioneered by Nokia Bell Labs.
RAN (Radio Access Network): A mobile telecommunications system
consisting of radio base stations and transmission equipment.
SDAN: Software Defined Access Network.
SDN (Software-Defined Network): Decoupling of network control and
data forwarding to simplify and automate connections in data centers,
clouds and across the wide area.
SD-WAN: Software-Defined Networking in a Wide Area Network (WAN)
that simplifies and automates enterprise networks, seamlessly
connecting users and applications, from branch office to cloud.
SEP (Standard-Essential Patent): Generally, patents needed
to produce products which work on a standard which companies
declare as essential and agree to license on Fair, Reasonable and
Non-Discriminatory (FRAND) terms. Can also be referred to as
essential patent.
Single RAN: Single RAN (S-RAN) allows different radio technologies
to be provided at the same time from a single base station, using a
multi-purpose platform.
Small cells: Low-powered radio access nodes (micro cells or picocells)
that are a vital element in handling very dense data traffic demands.
3G and LTE small cells use spectrum licensed by the operator; wi-fi
uses unlicensed spectrum which is therefore not under the operator’s
exclusive control.
Standalone (SA): Network architecture that allows independent
operation of a 5G service without interaction with an existing 4G core
and 4G radio network.
Technology licensing: Generally refers to an agreement or
arrangement where under certain terms a company provides
another company with its technology and possibly know-how,
whether protected by intellectual property or not, for use in
products or services offered by the other company.
Telco cloud: Applying cloud computing, SDN and NFV principles in
telecommunications environment, for example, separating application
software from underlying hardware with automated, programmable
interfaces while still retaining telecommunications requirements such
as high availability and low latency.
Transmission: The action of conveying signals from one point to one
or more other points.
TXLE (Technical Extra-Large Enterprise): Technically sophisticated
companies, such as banks, that invest heavily in their own network
infrastructures to gain a key competitive advantage.
VDSL2 (Very High Bit Rate Digital Subscriber Line 2): A fixed
broadband technology, the successor of ADSL. Launched in 2007,
it typically delivers a 30Mbps broadband service from a street
cabinet (also called a Fiber to the Node deployment) over existing
telephone lines.
VDSL2 vectoring: A fixed broadband technology launched in 2011,
able to deliver up to 100Mbps over a VDSL2 line by applying noise
cancellation techniques to remove cross-talk between neighboring
VDSL2 lines.
Virtual Reality (VR): The simulation of a three-dimensional image or
environment that can be interacted with in a seemingly real or physical
way by a person using special electronic equipment, such as a helmet
with a screen inside or gloves fitted with sensors.
VoLTE (Voice over LTE): Required to offer voice services on an all-IP
LTE network and generally provided using IP Multimedia Subsystem,
which is an architectural framework designed to deliver IP-based
multimedia services on telecommunications networks; standardized
by 3GPP.
WAN (Wide Area Network): A geographically distributed private
telecommunications network that interconnects multiple local
area networks.
WCDMA (Wideband Code Division Multiple Access): A third-generation
mobile wireless technology that offers high data speeds to mobile
and portable wireless devices. Also referred to as 3G.
Webscale companies: Companies which are investing in cloud
technology and network infrastructure on an increasing scale to fulfill
their needs for massive, mission-critical networks.
WING: Worldwide IoT Network Grid is a managed service that offers
CSPs the ability to support their enterprise customers with global IoT
connectivity across borders and technologies.
WLAN (Wireless Local Area Network): A local area network using
wireless connections, such as radio, microwave or infrared links,
in place of physical cables.
222
NOKIA IN 2021
NOKIA IN 2021
223
Other information
Contact information
Contact information
Nokia Head Office
Karakaari 7
FI-02610 Espoo, Finland
FINLAND
Tel. +358 (0) 10 44 88 000
Fax +358 (0) 10 44 81 002
224
NOKIA IN 2021
Other information
N
o
k
i
a
i
n
2
0
2
1
Copyright © 2022 Nokia Corporation.
All rights reserved. Nokia is a registered
trademark of Nokia Corporation.
www.nokia.com