In recent months, Totum has supported more firms to recruit their first or replacement Non-executive Directors (NED). In this piece, we talk to professional service firm leaders and NED experts, Jonathan Fox, Sally Procopis and Dick Tyler, about the ways in which firms should approach this unique role.

In 2015, Jonathan Fox was at a crossroads, unsure of where to take his career next. He’d already enjoyed a host of leadership roles in professional services firms, culminating in him winning a contested election and then re-election to Managing Partner at top-20 accountancy firm Saffery Champness. It was a particularly notable success, given he wasn’t an accountant.

But it also presented a problem. Unlike most Managing Partners who can return to law or accountancy once their terms come to an end, Jonathan had no obvious route onwards. He had achieved everything he wanted in his own career, having also been a CEO at both a commercial law firm and a major barristers’ chambers.  But at only 48, he still had lots to offer – not least years of leadership insights.

No sooner had he started contemplating a quieter life, however, than he was receiving calls from people he had worked with seeking his leadership advice. An obvious response was to set up his own consultancy firm, College Road Consulting, which he launched in 2015. But he also found himself drawn to NED roles, which would give him the opportunity to partner with firms to share his experience and wisdom, without having to get embroiled in the day-to-day minutiae of an executive role – after all, he’d already been there and done that.

This brought him most recently to his Non-executive Chairman role at law firm Napthens, a role he took up in 2022.

Becoming a NED

‘I know how lonely it can be to run a firm,’ he explains. ‘One of my clients once asked me what key thing I would have liked to have had when I was a leader. And I replied, I would have wanted a critical friend.’

In his NED roles he takes this to heart. He argues that a NED is there to take a non-judgmental view of the business, but also to provide support for more personal leadership concerns that those at the top may conceal from colleagues, as they are under pressure to appear consistently resolute. A leader many times over, as a NED Jonathan can share insights borne of real-world experience and help unlock creativity often stifled by the politics of the workplace. Most important of all, he can provide an independent standpoint as the NED role is not freighted with leadership ambition. ‘It’s not about me anymore, I’ve done my thing,’ says Jonathan. ‘As a NED, it’s not your role to run the firm.’

But it’s also a reason why these roles can be difficult to source – finding the right person to act as a critical friend, who wants to take on an important role without seeking their own advancement, isn’t easy. ‘It’s got to be a meeting of minds,’ adds Jonathan. ‘I choose to work with firms that I see as like-minded souls; we may be very different but there’s something at our core that chimes around a belief in the collective ability of the business.’

Nor is the NED role one that is easily categorised. ‘Whatever it says in your job spec – whether it’s two days a month and chairing a board meeting, or such like, you have to be ready for more,’ says Jonathan. ‘There’s the formal role, chairing a board meeting or spending a day with someone, and then for every day you’re doing those things, you’ll need another one to prepare.’

‘And you’ve got to make sure you’re visible,’ he adds. ‘That you attend events, that you’re available to talk to, are directly contactable, and that you can “walk the floors” like I did in my leadership roles. You’ve got to be willing to take on duties that sit on top of the formal responsibilities.’Appointing a NED

Bates Wells is a firm that has had a NED for more than ten years – well ahead of many others. For Sally Procopis, the firm’s COO, it is also a role that has made a big difference. ‘We need that challenge from outside,’ she says. ‘The firm brought in NEDs to address specific areas where we wanted more expertise – we had an accountant NED first for additional financial scrutiny at that time, and then our second NED was an expert in communications. I think it can be helpful to have an area of focus for the NED alongside the generalist critical friend role that we want them to perform.’

They recruited their latest NED earlier this year, following considerable discussion of what the firm needed when the last NED’s term came to an end. ‘We shared ideas with the partners and while there was no burning issue we needed to address, we knew that we wanted someone who could help us with Equity, Diversity and Inclusivity (EDI) and we also wanted another NED with deep commercial experience, not just charity or law firm expertise,’ says Sally.

Despite previously using the firm’s internal resources to source their NEDs, Sally says they took a different approach this time – working with Totum to find and shortlist suitable candidates. ‘We decided to use an agency as we had little spare in-house resource to, for example, sift through LinkedIn for potential candidates and we wanted to access the best people, so it made sense to use an agency with existing networks and a wide set of candidates,’ she says.

The search was successful with the new NED starting in June of this year.  ‘All the candidates offered good experience,’ says Sally. ‘But it’s very personal, you need someone who you know you (in particular, the Managing Partner and COO and also the Management Board) can get on with, who will challenge you and with whom you can get past sensitivities. It comes down to gut instinct about the individual.’

This personal element resonates with Jonathan too from his perspective as a NED choosing a role. ‘You need to make the right choice of firm – you have to believe in the people. You get a feeling when it’s the right firm. You have to meet all the partners, listen rather than talking at them, and then consider what you can honestly offer,’ he says.

Advice for success

Dick Tyler is an Executive Coach who has had a long career in professional services leadership, including as Senior Partner and Managing Partner at CMS Cameron McKenna. ‘Firms need to ask what a NED can provide that they can’t do themselves,’ he says. ‘They provide some independence because they don’t have skin in the game and that can bring objectivity and a fresh perspective.’

Making a success of the NED role not only requires serious consideration of your firm’s specific expectations but also the ability to translate them into practice. ‘Communication in critical,’ says Dick. ‘You must give your NED enough information on the firm and provide them with more than an academic perspective. Ensure they can have regular dialogue with the firm’s senior management, get them to attend partner retreats, allow them to hear what’s said in meetings and give them every opportunity to get under the skin of the business.’

He adds that understanding partnership culture is critically important – an NED in professional services needs to understand the nature of the bottom-up business and the role of lawyers and partners. And if they don’t know this already, they’ll need to learn it. ‘Being clear in the specifications is very important,’ he adds. ‘Focus on the skills/experience shortages that you have – an NED can help fill gaps and give a firm gravitas.’

Sally agrees. ‘You need to be very clear – we went down to the hour in detailing what we expected in terms of time and contribution to different committees and projects. You should give clarity on which meetings your NED will attend and the areas they will be expected to input into. We also provide a very detailed induction, in which our NED meets every single partner and director – clarity and structure is key to both parties feeling satisfied with the relationship,’ she says.

Particularly important, adds Dick, is the need to take on board the NED’s advice. ‘Firms have a tendency to get excited about appointing a NED and then ignore them when they share views they don’t like,’ he says. Clearly laying out expectations around what skills or experience you want your NED to bring to the table can help avoid a misalignment of approach further down the line.

Tapping into talent

For Jonathan, the NED role is a fantastic opportunity for firms to access a talent pool of people that might otherwise be lost to the sector – including those who have recently retired. ‘I’ve always had a problem with a cut-off for retirement. There’s a huge amount of sage advice and wisdom out there – people who have seen recessions before, who have lived through rising interest rates and come out the other side… These are things that younger management teams may never have known,’ he says. ‘NEDs can come from a wide variety of backgrounds, it could be a banker or someone from one of your client companies… It is important to take your time, really think about why you need a NED and don’t do it as a tick box exercise because everyone else is getting one.’

Key recommendations include:

      • If there’s a common theme, it’s that firms are looking for NEDs who can provide deep commercial expertise.

      • Consider what your NED can provide that you can’t do yourself: independent thinking, objectivity, and experience of other industries, for example.

      • Are there any skill gaps your NED could fill? Bates Wells chose different NEDs according to the firm’s needs at different times.

      • Think about what key responsibilities you will want your NED to take on. A NED can provide, for example, a facilitation role in board meetings – an impartial chairperson can move difficult discussions forwards.

      • Communicate the detail to your NED – they need to know enough, and have sufficient access to people in the firm, to be able to provide a good level of support.

      • It’s important for your NED to understand partnership culture – if they don’t already have this knowledge, help them acquire it quickly.

      • Don’t make a NED appointment and then ignore the advice you don’t want to hear!

    A NED role is not only a fantastic opportunity to help firms focus on longer-term ambitions and future strategy, but a good NED can also be the critical friend that helps unlock a firm’s true potential.

    To find out more about NED roles, whether you are interested in appointing your next NED or becoming one, contact [email protected] or [email protected]. We would be pleased to share our insights on the NED opportunities and placements we are making in the professional services sector.

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