The role of the NED is to bring external perspective, independent judgement and objectivity to the Board’s decision making and discussion. The NEDs bring a range of skills, expertise and knowledge to the Board, and constructively challenge the Executive Directors. The NEDs are responsible for a range of activities, including monitoring the performance of the Executive Directors, determining appropriate levels of remuneration, ensuring financial controls and risk management systems are robust, as well as challenging and supporting the Executive Directors in the development of the Group’s strategy and objectives.
A. General Duties
It is expected the NEDs will:
- Bring varied industry and professional background experience, skills and expertise aligned to the needs of the Group’s business and long-term strategic goals.
- Provide an independent view on the running of the business, governance and best practice for the Board of a UK listed company.
- Constructively challenge decisions and recommendations, and management in the implementation of strategy within the Group’s system of governance and risk appetite as set by the Board.
- Avoid conflicts of interest.
- Support the members of the Group Executive Committee whilst also holding them to account whenever necessary through monitoring the progress made towards achieving the Group’s agreed strategy and objectives.
- Satisfy themselves on the integrity of financial information and ensure that the Group’s risk management framework is robust and defensible.