It is acknowledged that governance set-ups can differ between
organisations and there is no set-up which is better than another
or which is free from flaws. However, there are some aspects which,
at least for regulated entities, should be considered
non-negotiable and which go beyond the complexity, size or nature
of activities of the particular entity. One such aspect is the
independence of mind with which Board members should approach their
role and duties Together with competence, knowledge, experience,
integrity and time commitment, a director cannot be considered
“fit and proper” if he or she does not possess
independence of mind.
At the outset, independence of mind goes beyond formal
independence. It should not be confused with a qualification or
designation of “independence” granted to certain
non-executive directors. Typically, an independent director is one
who does not have any links or relationships with the entity
itself, its controlling shareholder or
