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Non-executive directors useful links

Guidance and other useful information from external websites on the role and duties of the non-executive director

FRC guidance

Guidance on board effectiveness

Financial Reporting Council July 2018

Guidance published by the FRC in July 2018 "to 'stimulate boards’ thinking on how they can carry out their role and encourage them to focus on continually improving their
effectiveness." The guidance relates to the sections of the UK Corporate Governance Code that deal with leadership and the effectiveness of the board. The role of the non-executive director is one of the issues covered in section 2: Division of responsibilities

UK Corporate Governance Code

Financial Reporting Council July 2018

An updated version of the UK Corporate Governance Code was published by the FRC in July 2018. The new Code applies to accounting periods beginning on or after 1 January 2019. The role of non executives is referred to throughout.

Other guidance and reports

Cyber security: balancing risk and reward with confidence

Department for Business, Innovation & Skills December 2014

Government guidance for non-executive directors on understanding the cyber security risks their company faces, including example questions they should ask board colleagues.

NEDS - monitors to partners

The Centre for Tomorrow’s Company June 2017

Report that looks at the shortcomings of the current approach to the role of NEDs and to corporate governance generally - "the need to shift the focus of non-executive directors from risk mitigation to promoting long-term success"

Sample non-executive director’s appointment letter

Institute of Chartered Secretaries and Administrators February 2019

Revised guidance note from the Institute of Chartered Secretaries and Administrators (ICSA), which provides an initial checklist of elements a company may wish to cover in its non-executive director appointment letters. It has been updated to reflect the 2018 versions of the UK Corporate Governance Code and Guidance on Board Effectiveness.

The non executive director role

Chartered Institute of Personnel and Development September 2020

CIPD factsheet on the role, responsibilities and duties of a non-executive director, plus the liabilities a NED is likely to face. Requires free registration to view.

Tyson report on the recruitment and development of non-executive directors

June 2003

Report from a group of business leaders and commissioned by the then Department of Trade and Industry, following up on recommendations from the Higgs report. The report looks at how 'companies might draw on broader pools of talent with varied and complementary skills, experiences and perspectives to enhance board effectiveness'.

Organisations and networks


Professional organisation  for non-executive directors in the UK. NEDonBoard promotes excellence, ethics and education for board members and aims to improve how businesses operate in the UK. They provide news and insights, networking, a job board, professional development courses and events.

UK Centre for Board Matters

Ernst & Young network for Non-executive directors and audit committee members. offers networking, technical workshops, thought leadership, guidance and webinars and podcasts.

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