The Challenge of the Non-Executive Director

Registration & welcome

Introductions

Shareholder and Stakeholder expectations of the NED

• Direct stakeholders: Shareholders; investors; employees

• Indirect stakeholders: Society; government; partners; suppliers, customers and more

• Shareholder concentration and group interest expectations

• Shareholder engagement: What is expected?

Coffee break

Role and responsibilities of the NED in the Regulatory context

• “Soft Law” & regulatory expectations on NED duties

• Market Abuse & Insider Trading risks

Lunch break

Boardroom dynamics – the unique role of the NED

• Boardroom politics and conduct

• Boardroom nemesis: Groupthink

• The non-executive voice in decision taking

• Standing alone: Acting in the face of doubt

Coffee break

Split Loyalties – Whose Director are you anyway?

• Nature of the NED nomination and mandating process

• Group interest versus company interest

• Business Line conflicts within the organisation

• Dealing with conflicting expectations

Complexities, dilemmas and conflicts:

An interactive discussion of experience and solutions with Sandrine Dubois, Non-Executive Director

• Dealing with personalities

• Them and us: Building trust with the executive

• Them and us: Conflict Management in the face of group interest

• Managing conflict of interests

Closing of the course