Notes:

  • Independence Criteria: A director is independent if they have no material relationship with the company (e.g., not an employee, not a major supplier, not a relative of management).
  • US Standards: NYSE/Nasdaq require a majority of independent directors; Audit and Compensation committees must be 100% independent .
  • Global Standards: UK Code recommends at least half the board be independent.
  • Diversity: Modern boards prioritize diversity in gender, ethnicity, skills, and experience. Investor pressure (e.g., from BlackRock) makes this a governance imperative .