Do Non-Executive Directors Pay National Insurance?
By Adrian Lawrence FCA, founder of NED Capital · Part of the Board Governance Hub In short: Yes. A non-executive director’s fees are subject to Class 1 National Insurance contributions — both the director’s (employee’s) and the company’s (employer’s) — and are normally paid through …
Are Non-Executive Directors Personally Liable for Debts?
By Adrian Lawrence FCA, founder of NED Capital · Part of the Board Governance Hub In short: Generally, no — a non-executive director is not personally liable for a company’s debts. Limited liability and the corporate veil mean the company’s debts are the company’s, not …
What’s the Difference Between a Trustee and a NED?
By Adrian Lawrence FCA, founder of NED Capital · Part of the Board Governance Hub In short: A trustee governs a charity; a non-executive director (NED) governs a company. Both are independent, non-executive governance roles — providing oversight without running day-to-day operations — but they …
Can a Company Have Only Non-Executive Directors?
By Adrian Lawrence FCA, founder of NED Capital · Part of the Board Governance Hub In short: Yes. UK company law does not require any director to be executive — a private company needs at least one director and a public company at least two, …
What’s the Typical Term Length for a Non-Executive Director?
What’s the Typical Term Length for a Non-Executive Director? Introduction to Non-Executive Directorships Definition and role of a non-executive director A non-executive director (NED) is a member of a company’s board of directors who does not engage in the day-to-day management of the organization. Unlike …
How Many Non-Executive Roles Is Too Many?
By Adrian Lawrence FCA, founder of NED Capital · Part of the Board Governance Hub In short: There is no legal limit on how many non-executive roles you can hold in the UK. The UK Corporate Governance Code asks only that a director can allocate …
Do Non-Executive Directors Need to Register as Self-Employed with HMRC?
By Adrian Lawrence FCA, founder of NED Capital · Part of the Board Governance Hub In short: No — for your non-executive director role, you do not register as self-employed. A NED is an office-holder, and fees for the office are treated as employment income, …
How to Handle Conflicts of Interest as a Non-Executive Director
By Adrian Lawrence FCA, founder of NED Capital · Part of the Board Governance Hub In short: A non-executive director handles a conflict of interest by declaring it promptly, withdrawing from the relevant discussion and decision where necessary, and ensuring it is properly recorded. This …
The Complete Guide to Non-Executive Director Share Options
By Adrian Lawrence FCA, founder of NED Capital · Part of the Board Governance Hub In short: For UK listed companies, the short answer is that non-executive directors should not normally receive share options. The UK Corporate Governance Code specifically advises against including share options …
How to Prepare for Your First Board Pack as a First-Time NED
By Adrian Lawrence FCA, founder of NED Capital · Part of the Board Governance Hub In short: First, an important clarification: as a non-executive director you do not prepare the board pack — it is prepared for you by the company secretary and management, and …
Accredited member of GBC.
Carbon offset via Tree Nation
