The Chartered Governance Institute sample due diligence questions for prospective non—executive directors

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  • The Chartered Governance Institute sample due diligence questions for prospective non—executive directors

The Chartered Governance Institute sample due diligence questions for prospective non—executive directors

CGI’s sample due diligence questions for non-executive directors, reproduced in this precedent document, have been extracted from ICSA guidance on joining the right board: due diligence for prospective directors.

This document has been reproduced in Lexis®PSL Corporate by kind permission of The Chartered Governance Institute (formerly known as ICSA: The Governance Institute) (CGI), Saffron House, 6-10 Kirby Street, London, EC1N 8TS, www.icsa.org.uk.

    1. 1

      Due diligence questions

      1. 1.1

        The business

        1. What are the exact nature and extent of the company’s business activities?

        1. What is the company’s current financial position and what has its financial track record been over the last three years?

        1. What is the company’s strategy?

        1. What are the company’s culture and values as set by the board?

        1. Who are the company’s stakeholders?

        1. What are the key dependencies (eg regulatory approvals, key licences)?

        1. What is the company’s competitive position and market share in its main business areas?

        1. If the company operates in a regulated sector, what is the relationship with the regulator?

        1. What are the key issues being faced by the board at the moment?

      1. 1.2

        Governance

        1. How well does the company articulate its position on governance in the annual report?

        1. What record does the company have on corporate governance issues?

        1. Does the company secretary have a reporting line into the chairman on board governance matters?

        1. Does

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