Non-executive directors, with their part-time role and broad experience, must be able to provide an objective view of the company's plans and performance and ensure that it is meeting its obligations to shareholders and other stakeholder groups. There is no distinction legally between the duties of care expected of executive and non-executive directors under the legislative framework of the Companies Acts.

In addition to preparing for and attending board meetings, non-executive directors may be expected to take part in company events, or serve as a member of standing committees, or on the Board of Trustees for the company pension scheme.

Other key functions include assisting with strategy development, scrutinising the company's performance and reporting and ensuring that it has in place robust financial controls and risk management systems. Non-executive directors also have a role to play in determining executive team remuneration packages and in succession planning, including appointment and where necessary removal of executive directors.