Corporate Services
Company Board & Non-Executive Directors
A board earns its keep when someone in the room asks the question nobody inside the business will. BPS provides experienced non-executive directors, and helps existing boards operate with the discipline that makes their decisions stick.
What a non-executive director does
Two related things. The first is placing an experienced non-executive director on your board — someone independent of management, with no operational stake in the answer, who brings outside judgement to the decisions that matter most and holds the executive to account in between.
The second is the machinery around that: a board with the right composition, a clear charter, delegations that are actually understood, agendas and papers circulated in time to be read, and minutes that record decisions rather than discussion. Most underperforming boards are not short of capable people. They are short of structure.
For a private company or a family business, the value is usually the same: an outside voice that changes how the owners talk to each other, and a forum where the hard conversation happens on a scheduled Tuesday rather than in a crisis.
A note on scope. A non-executive director accepts statutory duties under the Corporations Act 2001 (Cth) on appointment. Any placement is subject to consent to act, appropriate directors and officers insurance being in place, and confirmation that no conflict or independence issue arises with other BPS engagements. We will raise these with you before an appointment proceeds, not after.
Who it’s for
You’ll recognise the situation if any of these apply.
Decisions are made by the same small group who are too close to question each other.
Board meetings lack focus or fail to produce clear decisions.
Governance responsibilities are poorly understood or unevenly discharged.
You need independent expertise on the board without adding a full-time executive.
A funder, investor or incoming shareholder expects proper board governance.
The business has outgrown the informal way it has always been run.
Disagreements between board members are delaying progress.
You’re preparing for a sale, succession or generational handover.
How the placement works
Every engagement is scoped to your situation. These are the areas we typically cover.
- Provide experienced non-executive directors to sit on your board.
- Advise on board composition — the skills, independence and number the business actually needs.
- Establish board charters, terms of reference and delegations of authority.
- Set the meeting discipline: agendas, board papers, minutes and decision records.
- Develop and train your board in effective governance, planning and risk oversight.
- Run board effectiveness reviews and work through what they find.
- Chair or facilitate meetings where an independent hand keeps the discussion productive.
- Establish the reporting the board needs to govern from, rather than the reports it happens to receive.
What you get
The outcomes this service is measured by.
- A board that gives clear direction and proper oversight.
- Independent judgement in the room when the decision is significant.
- Meetings that produce decisions, recorded and traceable.
- Accountability for management between meetings, not just at them.
- Governance a funder, investor or buyer will find credible.
- A forum for the difficult conversation before it becomes urgent.
Why BPS
We bring governance discipline and operating experience to the same seat — a director who has run businesses, not just reviewed them. BPS is based in Perth and works with businesses across Western Australia.
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Read more →Stakeholder Engagement
Keep the people your business depends on with you, before the decision.
Read more →Next step
Tell us how your board runs today, or whether you have one at all, and we’ll tell you what would actually improve the decisions.
Book a consultation