The Role Of NEDs Against An Ever-Changing Regulatory Backdrop

The importance of non-exec directors, while sometimes questioned, is fairly well established. The IoD's Guidelines for Jersey Directors go as far as to suggest that boards composed wholly of full time executive directors are potentially weak if they become insular, and that public companies should ideally have:

• A minimum of three non-execs or one-third as non-execs for larger companies;
• A minimum of two non-execs or one-quarter as non-execs for smaller companies; and
• Similar considerations apply to private companies particularly those with institutional investors.

Clearly the expectation here is high: that NEDs contribute something extra, something more, thanexecutive directors alone can do.