The role of non‐executive directors in UK SMEs

Abstract

Influential reports combined with media attention on directors’ remuneration has sparked academic and practitioner interest in the whole area of corporate governance. Cadbury’s suggestion to strengthen the independent governance role has led to particular interest in non‐executive directors (NEDs). More recently, the role of NEDs in the governance of small and medium‐size enterprises (SMEs) has started to generate attention, and a number of registers of NEDs are established. Indeed, the role of NEDs in SMEs received special attention in the recent Hampel report (1998). Until recently, only two papers directly addressed the role of NEDs in SMEs; both papers were by Mileham and used data obtained from a survey concerned with the role of NEDs carried out with Institute of Management members. This research made a useful contribution, but had a number of limitations. More recently, the increased interest in the role of NEDs in SMEs has sparked further research, but there is still a need for an overall picture of NED and mentor involvement in UK SMEs. The research in this paper addresses this need by presenting the results from a survey sent to 5,279 UK SMEs selected from the Yellow Pages Business Database. The questionnaire was designed to provide a general overview of NED and mentor involvement in SMEs and to allow the following questions to be answered: How many SMEs have NEDs, and are there any firm size patterns? Are there firm age patterns? Are there firm sector patterns? Does firm size influence the formality of NED procedures? What does the managing director believe NEDs add? Are firms with NEDs more successful than those without a NED? Does the profile of the managing director matter? Does a firm’s size influence NED involvement? How do firms acquire NEDs? Why do some SMEs not have NEDs? The paper presents these findings and explores the implications for SMEs and policy advisors.