Independent Non-Executive Directors

Part of any business is growth, complexity, and diversity.  This will almost certainly give rise to the question of “Do we now need to appoint an independent non-executive director?”

The Companies Act does not include a definition of “Independent” or “Non-executive”, and accordingly, all directors share the same responsibilities. 

The King IV report on corporate governance clarifies independence as follows: “Independence generally means the exercise of objective, unfettered judgement. When used as the measure by which to judge the appearance of independence, or to categorise a non-executive member of the governing body or its committees as independent, it means the absence of an interest, position, association or relationship which, when judged from the perspective of a reasonable and informed third party, is likely to influence unduly or cause bias in decision-making. (See also “conflict of interest”.

It is important for any business to have the necessary skill, knowledge, experience, diversity and independence at a board level, to create an environment of objective, effective and responsible corporate governance.

Bringing additional skills, experience and thought leadership into an organisation will most certainly enhance the ability of a board to deal with risks, opportunities and efficiencies in board deliberations.

Through their independence, independent non-executive directors bring a source of professional scepticism to matters of strategy, risk management, performance and standards of conduct.

Ultimately, a strong ethical and effective governance structure will in all likelihood label you as a trusted partner in business, resulting in attracting the right client.

With a niche array of skills, experience and thinking, the team at Resolve Corporate Services has a strong bias for action, in a collaborative, proactive, client-centric, and innovative environment.

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OLIVIER BARBEAU

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