The Board of Directors has appointed an Audit Committee to improve the efficiency of the Board’s work. The Board has not deemed necessary to establish other committees since taking into account the scope and nature of the Company’s operations as well as the Board’s working methods, the Board is able to handle matters effectively without such committees. The Company deviates from recommendation 14 of the Corporate Governance Code in that its Board of Directors has not yet confirmed a written charter for its Audit committee established on 30 March 2016. The Board strives to confirm the charter as soon as possible.
The Audit committee is tasked with preparing matters relating to the Company’s financial reporting and control. The Company’s Board of Directors nominates the Chairman and the members of the Audit committee. The Audit committee consists of at a minimum three members of the Board of Directors. At least one of them must have special expertise especially in accounting or auditing. Board members to be nominated as members of the Audit committee must have good knowledge of Lehto’s business operations and its business segments and sufficient knowledge of accounting and financial statements policies.
The Audit committee convenes at least twice a year. In addition to the committee members, the meetings shall be attended by the Company’s CEO and CFO and optionally the Company’s auditors. Further, the committee members may meet the external auditors without the operative management being present in such meetings.
The main duties of the Audit committee are:
- to monitor the financial statements reporting process
- to supervise the financial reporting process
- to monitor the efficiency of the Company’s internal control, internal audit, if applicable, and risk management systems
- to review the description of the main features of the Company’s internal control and risk management systems related to the financial reporting process
- to monitor the statutory audit of the financial statements and consolidated financial statements
- to evaluate the independence of the statutory auditor or auditing firm, particularly the provision of related services to the Company
- to prepare a proposal for the election of an auditor.
Audit Committee as of March 30, 2016
Chairman: Mikko Räsänen
Members: Sakari Ahdekivi, Päivi Timonen
The members of the committee are independent of both the Company as well as the Company’s significant shareholders.