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Non-Executive Director Services

When ownership changes hands, the business rarely fails because the numbers suddenly stop working.

 

It tends to fail because decision making becomes unclear, roles blur, conflict goes unmanaged, and nobody has the mandate, or the independence, to hold the line.

That is why Non Executive Director support is getting pulled forward from “nice to have” into the core operating model for growth companies, family enterprises, and investor backed businesses.

 

The wider backdrop is obvious. We are in the middle of a multi year intergenerational transfer of assets and control.

 

Cerulli estimates, in the US alone, around USD 124 trillion will transfer through 2048, with USD 105 trillion expected to flow to heirs and USD 18 trillion to charity.

 

The same research points to a meaningful concentration, with a large share of transfers coming from HNW and UHNW households. 

What tends to get missed is that “transfer” is not the hard part.

 

Governance is. In family owned operating businesses, a widely cited survival pattern is that around 30 percent make it through the second generation, 10 to 15 percent through the third, and 3 to 5 percent through the fourth.

 

The author’s point is also important. The numbers are often repeated without context, and without acknowledging that “making it” can include several sensible outcomes, including planned exits. 

And on the wealth side, you will often hear the “third generation curse” line, that 70 percent of wealthy families lose their wealth by the second generation and 90 percent by the third.

 

Even the CFA Institute notes this is an oft quoted statistic and highlights criticism that much of the evidence traces back to a single, flawed study.

 

In other words, do not cling to the exact percentages, but do take the warning seriously.

Wealth and businesses are more likely to unravel through communication breakdown, preparedness gaps, and weak governance than through a single bad quarter in markets. 

There is also a pure commercial argument. OECD corporate governance principles are explicit that credible governance supports investor confidence, can reduce cost of capital, and helps companies access capital markets on better terms.

 

Even for private companies, this shows up in real life as smoother fundraising, cleaner due diligence, and fewer surprises when lenders, partners, or auditors start asking questions. 

Using a calculator

So what does a Non Executive Director actually do,
in a way that is useful.

Key reasons companies

appoint a NED now.

Investor expectations, capital providers want evidence of oversight, challenge, and documented decisions.

02

Founder dependency risk, the business is scaling but decisions still sit with one or two people.

01

Succession planning, leadership handovers, NextGen integration, or partial exits.

03

Reputation and trust, stakeholders want an independent voice at board level, particularly in regulated, high value, or high scrutiny environments.

05

Risk and control maturity, the business is operationally strong but light on governance, controls, or documentation.

04

Complexity creep, multiple jurisdictions, multiple entities, multiple revenue lines, and nobody is joining the dots.

06

What CGI Delivers, In Practical Terms.

Independent challenge, sharper decisions, fewer “silent assumptions”, clearer prioritisation.

Board rhythm, meeting cadence, agenda discipline, minutes, actions, and follow through.

Governance build out, committees where needed, delegations of authority, approvals, and evidence.

Commercial oversight, KPI sanity checks, cost discipline, pipeline realism, margin protection.

Risk lens, conduct expectations, third party dependency, operational resilience, and escalation routes.

Transaction support, readiness for fundraising, acquisitions, divestments, or strategic partnerships, without becoming an executive.

How it is Structured

It creates a controlled internal ecosystem where:

01

A monthly retainer model that fits around board cadence, preparation, and agreed availability.
02
Light touch advisory support for early stage or founder led firms, where the need is decision discipline.
03
Formal NED appointment for boards that need documented independence and clearer accountability.
04
Committee participation where oversight needs to be deeper, for example risk, audit, remuneration, or governance.

Fees

• Fees start from USD 1,000 per month, increasing based on meeting cadence, preparation requirements, committee responsibilities, and expected availability.


• Exceptional workstreams, such as a transaction, dispute, urgent remediation, or a governance rebuild, can be agreed as a separate fixed fee or day rate, to keep the retainer clean and predictable.

Financial Report

Industry Specialist Versus
Sector Agnostic NED,
and Why Both Can be Right

We can provide a professional with direct sector experience, or a professional who is deliberately sector agnostic but strong on governance, scaling, and commercial discipline.

 

The better option depends on what is actually missing in the boardroom.

Pros

• Faster credibility with management, investors, and external stakeholders.
• Better pattern recognition in sector risks, pricing pressure, distribution norms, and competitor behaviour.
• More immediate challenge on technical judgement calls.


Cons.
• Higher conflict management burden, particularly in tight sectors.
• Greater risk of shared assumptions, insiders can normalise broken industry habits.
• Can drift towards operational advising unless scope boundaries are well set.

Option 1
Sector Experienced
Abstract Green Design
Green Abstract Lines

Pros.
• Stronger independence, fewer conflicts, clearer separation from industry politics.
• Better challenge on fundamentals, governance, incentives, decision discipline, documentation quality.
• Often more effective at asking the questions insiders stop asking.


Cons.
• Longer ramp up, you need a structured onboarding into your commercial model and risk profile.
• Less able to pressure test technical detail without management providing strong evidence and explanation.

Option 2
Sector Agnostic

A lot of boards land on a blended approach.

Use a sector agnostic NED to lift governance and decision quality, and bring in specialist input through a second appointment,
a committee chair, or a defined advisory scope where technical depth is genuinely required

Figures and references you can lift into your materials, found below:

01

Cerulli estimate, USD 124 trillion of wealth transfers through 2048 in the US, USD 105 trillion to heirs, USD 18 trillion to charity.

02

Family business continuity, around 30 percent through the second generation, 10 to 15 percent through the third, 3 to 5 percent through the fourth, noting the importance of defining what “survival” means. 

03

OECD governance principle, good corporate governance can help reduce the cost of capital and support access to capital markets through investor confidence and credible frameworks. 

04

“Third generation curse” claim, widely repeated, but also widely challenged, treat it as a warning about governance and family dynamics rather than a precise prediction.

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