Which of the following would most clearly threaten the independence of a non-executive director?

Correct answer: A) She was employed as the company's finance director until two years ago

Explanation

Recent employment with the company, particularly in a senior executive role, creates a relationship that could compromise objective scrutiny of former colleagues and of decisions she was involved in. A board seat at an unrelated company, a professional qualification and a fixed fee do not of themselves impair independence; a fixed fee is in fact preferred to performance-related pay for NEDs. Governance codes, such as the UK Corporate Governance Code, typically regard employment by the company within the last five years as a factor that may impair a non-executive director's independence.