2.6.8 Summary:• duties of NEDs

The core duties are of loyalty, skill and care. The Companies Act 2006 has codified these duties in detail.

Although in principle the duties of NEDs are equal to those of the executive directors, delegation to sub-board employees and to board members is accepted and directors can delegate and rely on trustworthyness of delegates unless there were warnings. If there have been warring flags the NEDs should take action. Generally, the courts will not second guess directors. Principles of delegation also apply to the division of responsibilities among directors. Executive directors have a greater responsibility than NEDs.