Select Committee · Public Administration and Constitutional Affairs Committee

The Role of Non-Executive Directors in Government

Status: Closed Opened: 7 Jun 2022 Closed: 9 Oct 2023 21 recommendations 6 conclusions 1 report

Non-executive directors (NEDs) have existed in Government departments in their current form since 2010, but little is known about their roles and impact. The aim of this inquiry is to explore the responsibilities, backgrounds, and influence of non-executives, as well as the appointments process, appropriate roles, and mechanisms for accountability.

Clear

Reports

1 report
Title HC No. Published Items Response
Seventh Report - The Role of Non-Executive Directors in Gov… HC 318 20 Jun 2023 27 Responded

Recommendations & Conclusions

6 items
2 Recommendation Seventh Report - The Role of Non-Execut… Rejected

Update or replace the Corporate Governance Code to define non-executive directors' comprehensive roles.

The Corporate Governance Code is not fit-for-purpose as the main guidance document for NEDs, given it does not encompass all of their work in Government. It should be updated or replaced by the end of the calendar year to set out the key roles and tasks that a Government NED …

Government response. The government rejects the recommendation that the Corporate Governance Code is not fit-for-purpose, stating it will only consider updates while prioritizing departmental flexibility rather than a prescriptive new document.
6 Recommendation Seventh Report - The Role of Non-Execut… Rejected

Non-executive director appointments from within government undermine independence and public confidence.

The Corporate Governance Code says NEDs will be “experts from outside Government”. However, we have highlighted examples in this Report of individuals that appear to have been recruited to NED roles from within Government or through personal connections. This includes examples of NED roles being a stage in 34 The …

Government response. The government largely rejected the concern about NEDs from within government or with political connections, asserting that previous political activity is not a bar to appointment and former civil servants or political advisers can bring advantageous experience, while stating it …
8 Recommendation Seventh Report - The Role of Non-Execut… Rejected

Update the Corporate Governance Code to reinstate non-executive board member independence and restrict politically connected appointments.

The Committee recommends that the Corporate Governance Code is updated to reinstate the “independence” of non-executive board members, which was removed from the 2011 and 2017 editions of the Code. The updated Code should outline the expectation that Secretaries of State should avoid appointing individuals with clear political or personal …

Government response. The government rejects the recommendation to reinstate 'independence' and avoid appointing individuals with political connections, arguing that such exclusions are not aligned with existing codes or are inappropriate for former Special Advisers and serving Peers.
9 Recommendation Seventh Report - The Role of Non-Execut… Rejected

Prioritising commercial experience for Non-Executive Director roles risks limiting applicant diversity.

The Corporate Governance Code for Central Government Departments states that non-executive board members will be primarily from the commercial private sector and the Committee recognises the value individuals with this experience can bring to departmental boards. However, written evidence from Government departments suggests that skills and experience across a range …

Government response. The government rejected the recommendation to reduce the priority of commercial experience, arguing that while the current NEBM cadre includes diverse experience, the benefits of strong commercial representation on boards are very apparent.
19 Recommendation Seventh Report - The Role of Non-Execut… Rejected

Mandate the Government Lead Non-Executive to monitor compliance with the Corporate Governance Code

The Committee is concerned by the variability in board performance, the differing commitment of Secretaries of State in engaging with departmental boards, and examples of non-compliance with the Corporate Governance Code which are not being reported in departments’ annual reports as expected. We believe that the Government Lead Non-Executive should …

Government response. The government rejected the recommendation, stating that compliance monitoring lies with Principal Accounting Officers and it would be unhelpful for the Government Lead Non-Executive to intervene in a monitoring or enforcement role.
27 Recommendation Seventh Report - The Role of Non-Execut… Rejected

Subject future Government Lead Non-Executive candidates to pre-appointment hearings with the Committee.

We recommend that future candidates to the role of Government Lead Non-Executive should be subject to a pre-appointment hearing by the Public Administration and Constitutional Affairs Committee. We also recommend that, as has been practice in the past, the Government Lead Non-Executive should appear before the Committee, as and when …

Government response. The government rejects the recommendation for the Government Lead Non-Executive to be subject to pre-appointment hearings, stating the role does not meet the necessary criteria for such scrutiny.

Oral evidence sessions

3 sessions
Date Witnesses
17 Jan 2023 Michael Jary · Cabinet Office, Rt Hon Jeremy Quin MP · Cabinet Office View ↗
8 Nov 2022 Dame Sue Street DCB · Ministry of Justice, Miranda Curtis CMG · Foreign and Commonwealth Office, Sir Ian Cheshire · Channel 4 View ↗
19 Jul 2022 Alan Cogbill · Constitution Unit, University College London, Dr Matthew Gill · Institute for Government, Mr Martin Wheatley · Commission for Smart Government View ↗

Correspondence

1 letter
DateDirectionTitle
7 Feb 2023 To cttee Letter from Rt Hon Jeremy Quin MP on the role of Non-Executive Directors, dated…