The role of a Non Executive Director (NED) is to monitor executive decisions while remaining independent of the business and its day-to-day operations, and yet still maintain a high degree of understanding of the business. The main responsibilities of an NED requires that he/she:

  • Challenges and contributes to strategy development
  • Effectively monitors management's performance
  • Ensures that controls are in place; risk is effectively managed; and that financial reporting is accurate
  • Advises on appropriate levels of remuneration for executive directors
  • Plans for succession in key posts

The primary function of the Non-Executive Chairman (NEC) is to guide the Board. The Chairman should provide input on Board composition and, subject to Board and shareholders' approval, ensure that its membership is balanced in the context of good corporate governance practices. He/she should also influence the formulation of its agenda, organise its work efficiently, and guide its deliberations to reach sound strategic and policy decisions. The Chairman should be sufficiently available so as to act as a sounding board for and provide advice and counsel to the Chief Executive.

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