Case Studies

When It Isn’t Simply About Replacing a NED

The situation

This was a well-established family-owned group with turnover of around £45–50 million and approximately 125 employees.

A long-standing Non-Executive Director was preparing to step down. The obvious response would have been to find a replacement, but the business had changed and there was a sense that simply filling the same seat might miss what the board now needed.

The company was professionally managed and commercially successful, with both family and non-family executives involved. The less clear question was what kind of independent contribution would be most useful next.

What wasn’t obvious

On the surface, this looked like a Non-Executive Director search. In reality, it was also about how the board should develop.

Some of the need was commercial and strategic, but some was about how decisions were discussed and how an independent voice could work alongside the family and senior team.

The family wanted someone experienced enough to challenge, but not someone who would arrive with a fixed view of how a board should operate.

What we focused on

We began with TWYD Clarity™, rather than moving straight into a search.

We spoke individually with members of the family, board and senior leadership team, and spent time in the business understanding how it worked in practice.

Those conversations helped separate what was genuinely needed from what was simply desirable. The conclusion was to appoint one experienced independent director initially, someone able to contribute broadly, build relationships and help the board develop over time.

The search then focused less on sector credentials and more on judgement, relevance and fit.

The outcome

A shortlist of five candidates was presented, each bringing a different background and style.

One candidate emerged clearly. He had substantial executive and non-executive experience, but equally important was the way he engaged with the family and senior team. His style was thoughtful, commercial and low ego.

He was offered the role on an annual fee of £45,000.

Rather than move immediately to statutory appointment, the family decided he would join first as a Board Adviser and NED-designate, with the intention of becoming a statutory Non-Executive Director after six months.

TWYD supported the appointment through to completion, including the terms of engagement, Letter of Appointment and onboarding.

The TWYD view

This was not really about replacing one Non-Executive Director with another.

It was about working out what the board now needed before deciding who should join it.

Clarity™ gave the family the space to agree the contribution they wanted, the type of challenge that would be useful and how an independent director should work alongside them.

Once that was clear, the appointment became much more straightforward.