Non-Executive Director (NED) Roles: What a NED Is and How to Find One in the UK

Short answer: A non-executive director (NED) is a member of a company's board who does not work in day-to-day management. NEDs give independent oversight, challenge the executive team's strategy and decisions, and share legal responsibility as directors. On UK boards a NED role usually takes a few days a month and is paid through a fixed annual fee, equity or a mix of both.

This guide explains what a non executive director does, how NED roles differ from advisor roles, what NED pay looks like in the UK, and how to find NED roles, including through Boardio.

What is a non-executive director?

A non-executive director is a company director without an operational job in the business. Executive directors, such as the CEO and CFO, run the company and also sit on the board. Non-executive directors sit on the board only. Their value comes from standing outside management: they can ask harder questions, judge performance more objectively and bring experience the executive team lacks.

In UK company law there is no separate legal category for a NED. A non-executive director is a director like any other, with the same general duties under the Companies Act 2006, including the duty to promote the success of the company and to exercise reasonable care, skill and diligence. The "non-executive" label describes the role, not a lighter set of obligations. For a side-by-side comparison of the two seats, see our guide to executive director vs non-executive director.

What does a non-executive director do?

The work varies with company size, but most NED roles cover the same core responsibilities:

• Strategy: testing and contributing to the company's strategy rather than writing it alone.
• Oversight of performance: holding the executive team to account against agreed plans and targets.
• Risk and controls: making sure financial information is reliable and that risk management is robust.
• People: having a say in appointing, rewarding and, where needed, replacing senior executives.
• Networks and expertise: opening doors to customers, partners, investors or new markets.

NEDs on FTSE boards and the UK Corporate Governance Code

At listed companies, the UK Corporate Governance Code published by the Financial Reporting Council sets the expectations. The Code applies on a "comply or explain" basis to companies with a premium (now commercial companies) listing, including FTSE 100 and FTSE 250 boards. Its main points for NEDs are:

• At least half of the board, excluding the chair, should be independent non-executive directors.
• The audit, remuneration and nomination committees are made up of independent NEDs.
• One independent NED is appointed as the senior independent director, a sounding board for the chair and a contact for shareholders.
• NEDs should have enough time to meet their board responsibilities, and boards should consider other commitments before appointing them.

Private companies and startups are not bound by the Code, but many investors expect a similar structure once a company has raised institutional money: a board with at least one independent NED who can challenge the founders.

Typical time commitment

A NED role is part-time. At a private company or scaleup it usually means a few days a month: around four to ten board meetings a year, preparation, and some ad hoc support between meetings. Our NED pay guide puts a standard role at roughly 15 to 25 days a year. Listed company roles, and especially committee chair roles, take considerably more, and appointment letters at FTSE companies usually state the expected days.

NED roles vs advisor roles

Many experienced operators weigh up two kinds of part-time seat: a formal NED role or an advisory role. They look similar from the outside but carry different responsibilities.

For a growth company, an advisory role is often the first step: the company gets expertise without changing its board, and both sides can see whether the fit works before a directorship is offered. Our guide on what a board advisor is covers that role in more detail.

How to find NED roles

NED roles are rarely advertised like ordinary jobs. Most appointments come through a handful of routes:

1. Your own network. Investors, chairs, founders and former colleagues are still the most common source of first NED roles, especially at private companies.
2. Board search firms and executive search. Larger and listed companies usually run a formal search through a firm.
3. Investor portfolios. Private equity and venture capital firms regularly appoint NEDs and chairs to their portfolio companies.
4. Specialist platforms. Platforms where companies post board and advisory searches give you access to opportunities outside your existing network.
5. Not-for-profit and public boards. Charity, NHS and education boards are a recognised way to build board experience.

Whatever the route, prepare a board CV rather than an executive CV. Lead with the decisions you have influenced, the governance and committee experience you have, and the specific expertise a board would gain, such as international expansion, a regulated sector, M&A or finance. First-time NEDs often start with an advisory role or a smaller private company board. Our guide on how to find advisory board positions covers that route step by step.

NED pay in the UK

Non-executive director pay depends heavily on the type of company:

• FTSE companies: fees are disclosed in annual reports. The 2025 UK Spencer Stuart Board Index puts the average FTSE 150 non-executive director base fee at £80,888 a year, with additional fees for chairing or sitting on committees.
• Private companies: our non-executive director pay guide puts typical fees at private mid-market companies at £20,000 to £50,000 a year, depending on time commitment and board maturity.
• Startups and scaleups: pay is usually equity-led before Series A, with a cash retainer added alongside equity as the company grows.

The pay guide covers how fees, equity and revenue share combine at different stages, and how to benchmark an offer.

How Boardio helps you find NED and advisory roles

Boardio is a matchmaking platform for advisors and board members, with 12,000+ advisors in 120 countries. Startups, scaleups and established companies use Boardio to find board members and advisors, often for international expansion, and the UK is one of the network's strongest markets. Every Boardio search is a compensated role, agreed directly between the company and the advisor or board member.

Creating a profile is free, and many opportunities are free to apply for. Some opportunities are limited to premium plans:

• Advisor Plus gives access to paid board and advisory positions that are reserved for premium members.
• Advisor Priority adds maximum visibility to companies looking for board members.

To get started, create your advisor profile, set your expertise, markets and availability, and apply to searches that match your background. You can also see advisors and board members in the UK.

If you are on the company side and want to appoint a NED or an advisor, Boardio Turnkey runs the search for you: the brief is free and you pay a one-time success fee from €1,900 only if you start working with someone Boardio found. See how Turnkey works.

Conclusion

A non-executive director is a board member who oversees the business rather than running it. NED roles bring full directors' duties, a few days a month of work, and pay that ranges from equity at startups to five-figure annual fees at FTSE boards. For experienced operators, the most practical way in is to build a board-ready profile, start with advisory or private company roles, and put yourself where companies are actively searching.

Boardio is an advisor and board member matchmaking platform connecting startups, scaleups and established companies with experienced advisors in 120 countries.

Looking beyond UK NED roles? Our hub guide on how to become a board member covers every type of board position and how to find one.

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