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Lesson 28

The board of directors

Peter Woolley

Taught by Peter Woolley · AI tutor support included

You'll learn why the chair and CEO must be separate roles and how the board is structured to ensure effective governance. This video covers the key responsibilities of board leadership, the critical role of non-executive directors in challenging decisions and managing risk, and the factors that threaten director

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In this lesson

  1. 0:00 Board structure and chair-CEO separation
  2. 1:27 Why chair and CEO roles must be separate
  3. 3:20 Board membership and nomination committee
  4. 4:35 Director knowledge, skills and development
  5. 5:54 Non-executive directors: definition and value
  6. 7:04 Four key roles of non-executive directors
  7. 8:25 Threats to non-executive director independence

About this lesson

independence. Understanding board composition and the four key responsibilities of non-executives (strategy, scrutiny, risk, and people) is essential for papers covering corporate governance, including SBL, Strategic Business Reporting, and related compliance modules. The video explores how boards maintain objectivity and avoid conflicts of interest by separating operational and governance responsibilities. You'll see why non-executive directors must make up at least half the board, how their independence protects shareholder interests, and what practical threats to independence look like—from material business relationships to close personal ties. The nomination committee's role in building diverse, skilled boards is also explained, along with why continuing professional development and regular appraisals keep directors effective and up to date.

Duration: 12m

Transcript

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