Taking on a Non-Executive Director (NED) role while in full-time employment can be a mutually beneficial dynamic for both the employee and their primary employer – when done right. However, it requires careful planning and clear boundaries to make it work for both parties.
While some employers will be receptive to the idea and see the value in your board appointment, others will need some convincing. To do this, you need to create a compelling business case that your boss cannot say no to!
First steps are demonstrating how the experience will add value to your full-time role and benefit your primary employer.
Free training
A Non-Executive Director role will offer some of the strategic, governance and leadership exposure you’d get in an MBA, but in a real-world context. It’s essentially like undertaking a ‘practical MBA’ without as much time-off, and therefore at significantly less cost to your employer. It gives you a unique way to develop your executive skills, which can be an attractive proposition for your primary employer. This is a compelling point, which can help re-frame their thinking from ‘is this a distraction’ to ‘how do we benefit from this?’
Professional Development
A NED role can support the development goals highlighted in your performance reviews or leadership appraisals. Think about the feedback you have been given and how a board role can help strengthen you in your weaker areas. For example, you may have been told that you need to see the bigger picture and be more commercial or perhaps, that you should focus on leadership development or readiness for next-level roles. Whatever it is, linking the two together to frame your board-role as a development opportunity, will demonstrate your proactive response to feedback and your commitment to continuous professional growth.
“My board roles have given me the biggest step up in my career in a short space of time,” says Shona Marsh, who became a Board Member at 31 years old. “The experience, exposure and learning from long-tenured professionals as well as a much more practical understanding of governance and effective strategy has given me internal growth opportunities and access to new roles in my career that would otherwise have taken many more years to achieve the necessary skills and experience for,” she says.
Shared knowledge
Wearing two hats will give you a broader perspective and a ton of insight you wouldn’t get otherwise, which you can then take back and share with your manager (while respecting the confidentiality of your board of course!). For example, if your NED role is in a different sector, you may gain an understanding of other business models that can inspire innovation or best practices within your primary role sector.
Once you’ve identified the benefits to your employer, you need to work through the practicalities of having a Non-Executive role alongside a full-time job. Be positive about this and do your homework before speaking to your line manager.
Here are some key things to consider:
Check your contract
Being open with your manager and formally declaring the role before accepting it is not only the right thing to do, but also a legal requirement in many organisations. Have you checked if you are contractually allowed to take on a Non-Executive Director role? If you are, you are likely to need to secure written approval before taking on a board role since many employment contracts require disclosure and approval for external directorships. If you aren’t, then it’s still worth having a discussion with your employer, outlining what you would like to do, and learning if there can be any exceptions made.
Consider the pay
Most employers will be fine with you receiving a fee for a NED role. However, some will restrict or regulate it, especially in the public sector. In these cases, they may require the NED compensation to be waived or donated, ask you to gift the pay back to the employer or to charity, or will only approve the role if it’s unpaid or purely voluntary. Before accepting a role, you should check with your HR department if there are any policies on external income.
Address time commitment
A key fear for some managers is that a board-role will detract from your primary role and negatively impact your performance, focus or availability. Be transparent about the expected time commitment of your NED role and provide a clear plan on how you will manage your time to provide assurance and allay their concerns.
It is worth understanding the breakdown of the time commitment so you can consider and plan for the impact on your primary role (e.g. 2 days a month, 24 days a year, but only 7 days where you will be required to attend in person within 9-5 hours). If detail on this isn’t provided in the advert, reach out to the organisation to ask for more information. To get a sense of what time requirement different types of NED roles require check out our blog here.
NED meetings are generally scheduled up to a year in advance, so once you know the dates and can book them out early with your manager, this will make approval much more likely. If meetings fall during your core working hours then spend some time considering how you propose this could be managed. Some organisations provide days off each year for NED work for free (acknowledging the benefits to them as listed above), others might require you to use your annual leave, or work flexibly to ensure cover is not required in your absence.
Be sure to offer to review the arrangement in 6 months to ensure it is working well for them. Remember to tie your time commitment back to what the business gains in return.
Conflicts of interest
Another area of concern for employers will be related to conflicts of interest or PR risks/ reputational issues. Firstly, establish whether there are currently any conflicts of interest between the roles. Is the organisation a competitor? Or in the same sector? Is it a supplier, client or partner? Does it overlap in the market it operates in, or in product or IP? If you work in a large firm there may be conflicts you are unaware of, so the sign off process may require additional steps. Assure your manager that you know how to manage any conflicts that arise during your tenure on the board.
It’s important that you acknowledge these areas openly, show that you understand the risks, and make a plan for how to manage them (in some instances this may mean avoiding roles in certain sectors).
Reputational risk
You’ll need to show your boss that you’ve done your due diligence. You can do this by confirming the board role is with a reputable company and showing that you’ve done background checks on the board and executive team you’ll be working with, as well as thoroughly checking the financial position of the organisation, its operations etc. Be sure to state that you will never publicly represent yourself as speaking on behalf of your employer.
You need to assure your manager/ the board of your primary role that you are aligned with them on protecting their brand and avoiding legal risk and that you won’t do anything to damage the reputation of the business.
Is it worth it?
Emily Morton, Head of Legal at Principality Building Society and a Non-Executive Director at FUW Insurance Services Ltd, thinks so. “Taking on a NED role alongside my full-time job has given me strategic perspective, fresh energy, and a completely different kind of challenge. It’s stretched me beyond my usual lens,” she explains. “Yes, the juggle was tough initially, but I’ve got into the rhythm of when I read papers and prep etc. now. It’s one of the most rewarding and mentally stimulating things I’ve done in my career,” she adds.
