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Boosting the effectiveness of non-executive directors (NEDs) in growth companies is the aim of a new guide based on the findings of research by Henley Business School.

Commissioned by the Quoted Companies Alliance (QCA) and Downing LLP, the guide provides a general model of four types of growth company, each requiring a different approach to the role of NED.

It emphasises the importance of ensuring the correct person is in the job in order to achieve effective corporate governance.

For each company type the model lists the key focus and skills required of the NED, including ‘fundamental’ soft skills such as emotional intelligence, political savviness and resilience. 

It also poses a series of questions for NEDs and chairs to help them build better boards.

The research examined the very different and vital roles that NEDs play in some of the smallest and largest companies on the stock market. The findings illustrate stark differences between organisations based on size and highlight how NED skills vary greatly across growth companies.

The authors emphasise that complexity, ownership type and stage of development all influence the type of NED and chair that best add value.

Key findings of the research show that NEDs:

  • Need to challenge themselves regularly to ensure they are the right person for the role and understand how they can deliver for their company
  • Should be confident they have the skills and experience to actively support the company as it transitions to a new stage
  • Must have a deep knowledge of the business in order to develop and mentor executive teams effectively, by being proactive, doing their own analysis and forming an evidence-based view

The findings show that chairs should:

  • Regularly assess whether they have the right people on their board for their company’s size and stage of development
  • Be looking to the future to ensure the current mix of talents is relevant for the next stage of their company’s growth
  • Be mindful of whether they themselves remain relevant to the company’s growth path

The guide suggests the model can be used by NEDs for due diligence and to ensure they are joining a board which they can bring value to, and by chairs for recruitment and reflection on current practice.

It is designed as a wake-up call for growth companies on the London Stock Exchange, AIM, NEX Exchange, and businesses considering an initial public offering (IPO).

Dr Filipe Morais, Post-Doctoral Fellow in Governance, Leadership and Directorship at Henley Business School, said:

We wanted to examine the very different and vital roles that NEDs play in some of the smallest and largest companies on the stock market. Our findings illustrate the stark differences between organisations based on size and highlight how NED skills vary greatly across growth companies. In growth companies it’s not about the process or policing, it’s about active participation and enabling.

Tim Ward, Chief Executive of the QCA, said:

What this report shows is that the role of a NED in a growth company can be extremely varied, largely depending on a company’s size and prospects. Boards, investors, and NEDs themselves need to scope NED roles correctly to ensure they are facing in the right direction for the individual company.

Judith MacKenzie, Partner at Downing LLP, said:

As small company investors, we are experienced in dealing with NEDs, and their quality varies greatly. This report should provide both chairs and boards with a clear framework and direction when selecting and appointing NEDs that can add value and drive their company’s long-term growth. Importantly, I think the real ‘bite’ is that it underlines the serious consequences of failure to act within the law and the regulations.

The guide was produced based on insights from 32 in-depth, one-to-one interviews and three focus group discussions with investors, chairs, NEDs, CEOs, CFOs, company secretaries and nominated advisors. Sectors represented include pharmaceuticals, food and drink and asset management.


Notes to editors

The full report can be downloaded here

For further information and interview requests, please contact: 
Nicola Hine
Senior Press Officer
Henley Business School
University of Reading 
0118 378 8220 
07976 830206

About Henley Business School

Henley Business School is a triple-accredited business school and part of the University of Reading. With campuses, offices and partnerships around the world, over 7,000 students from more than 100 countries and over 80,000 alumni from 160 countries, we are a truly international institution. Our courses are enriched by up to date knowledge, research and commercial experience, and aimed at students and professionals at every stage of their career – from undergraduate through to postgraduate, PhD, MBA, DBA and executive education.

About The QCA

The Quoted Companies Alliance is the independent membership organisation that champions the interests of small to mid-size quoted companies. In 2019, there are around 1,250 small and mid-size quoted companies in the UK, representing 93% of all companies quoted on stock exchanges. They employ approximately 3 million people, representing 11% of private sector employment in the UK, and contribute over £26bn in annual taxes (source).

About Downing LLP

Downing LLP is an FCA authorised and regulated investment manager with over 30 years of experience and has raised funds from over 35,000 investors. It helps UK businesses grow by investing in them via a wide range of tax-efficient products. It is proud to have raised over £1.7 billion into businesses across a range of sectors, from energy, care homes, health clubs, pubs, and children’s nurseries to technology and e-commerce. Downing currently has over £1 billion of funds under management, including over £192 million of publicly listed assets. 

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