Are my details secure if I register with First Flight?
- We do not share your details with anyone. At no time and on no account will First Flight allow anyone else access to our database or to your details. You will be asked for a password so no-one else can access your information.
- We will never send your details to a client or a 3rd party without your written (email) authority.
- At any time you can remove, or update, your details.
What is a Non-Executive Director?
- Non-Executive Director, Non Exec, NED - there are several terms often used, but they are all one and the same.
- A Non-Executive Director is a part time or Non Executive role as opposed to the normal Executive roles within a company - such as Managing Director or Sales Director, which are generally full time executive roles.
- Part time or Non-Executive does not reduce the importance or downplay how crucial a Non-Executive Director can and should be to a company and its Board.
- All Directors are equal and Company Law does not differentiate between Executive and Non Executive Director functions.
- Non-Executive Directors do not ordinarily get involved in day-to-day management and there will be no reporting lines within a company to a Non Exec.
Why do companies want Non-Executive Directors?
- The UK Corporate Governance Code has as one of its main stipulations the recruitment of at least two Non-Executive Directors for every board. All FTSE and most AIM companies will have at least two Non Execs.
- Companies at all stages - start-up, early stage, mature and quoted companies derive considerable benefit from having Non-Executive Directors on their Board to provide diversity, experience and skills that the Board does not otherwise have.
- Although Chair and Non-Executive Directors have not been widely used by owner managed business, family businesses and Small Medium Enterprises (SMEs) a Non-Executive Director has a key part to play in the success of the organisation, providing a resource that such companies may not otherwise be able to afford.
- A Non-Executive Director is an inexpensive resource compared to Executives, Consultants and Professional advisors.
- More often than not early stage companies struggle to gain funding due to the lack of credibility on their Board and in their management team; First Flight addresses this shortcoming making it easier to gain funding on the basis that investors back successful Directors.
- First Flight very much operate on the credo that successful companies are 85% good management and 15% good idea and that the appointment of one or two Non Execs add considerably to good management.
What is the time commitment for a Non-Executive Director?
- The average time commitment for a Chairman has increased since the Walker report to 3-4 days per week for FTSE 100 companies due to the growing complexity of the role plus the number of sub-committees such as Audit, Nomination, Remuneration, Risk and Strategy committees. The role of the Chairman of large companies is significantly different to that of a smaller company, where the main focus is on running the Board meetings.
- The average time commitment for a Non-Exec is 24-30 days p.a., again increasing for larger companies.
- Board meetings, including preparation, tend to take up about 40% of the time, with strategy and planning meetings taking 10% and sub-committees 20%.
- The average time commitment for a Non-Executive Director in a Small and Medium Sized Enterprise (SME) is between 2-4 days per month maybe more with young companies.
How many roles should a NED take on?
- In our view, too many Non Execs in the UK have too many roles to be truly effective.
- The average number of roles for UK Non Execs is 5.5 but 10% of Non Execs have between 10-15 roles, and some have 20 and more.
- Significantly KPMG research finds that Non Execs who serve on 3+ boards show a noticeable fall off in their contribution to their '3rd board'.
- First Flight does not put forward Non Execs who have more than 4 roles; however we meet clients who are attracted to Non Execs who have multiple roles on the basis that they "must be good" but we try and explain that such Non Execs are unlikely to have the time to truly add value to their Board.
What can a Non-Executive Director expect to earn?
Please get in touch for remuneration advice - 01797 270271
Why do some of our Non Exec roles have investment & shareholding opportunities?
- With most SME companies the existing Directors are usually also shareholders, and the appointment of a Non-Executive Director often requires them to become shareholders too in order to align their interests with the existing Directors.
- These companies look for strategic input first and foremost, but in some cases they also want the Non Exec to become a shareholder with some investment (typically £50-100k), so the two requirements go hand in hand.
- Having Non Execs with some "skin" in the game is beneficial, an indication of commitment, and helps to protect the IPR.
- First Flight's research indicates that an equity stake is an important consideration for many potential Non Execs, believing that they will help build success for the company, and that this should be rewarded in the form of equity gain.
- A minority of potential Non Execs strongly opposes the acquiring or holding of shares on the basis that it compromises independence. However, the more general view is that shares can be helpful in aligning the interests of the Non Exec with the long-term interests of shareholders.
- We conclude that there is merit in the practice of companies giving their Non-Executive Directors the opportunity to take part of their remuneration in the form of shares.
What is Directors' & Officers (D&O) insurance?
- First Flight research indicates that only 50% of companies have D&O insurance - which is worrying in view of the increasing risks that Directors face.
- First Flight strongly recommend that all Directors - Executive and Non-Executive should review these risks and that companies should accept responsibility for the provision of adequate cover.
- D&O insurance will offer some peace of mind to the Non-Executive Director if the company gets into trouble.
- First Flight has a partnership arrangement with Quantum Underwriting Solutions who will provide a competitive, comprehensive and professional service. More information is available in our First Flight D & O Insurance Guide