Independent Director



Experience: Timothy McMichael MinstD brings over 20 years of governance experience and smart emotional agility to Boards within Australasia and before then the United Kingdom, which can be readily tapped into. These appointments include the for profit, not for profit and commercial sectors. Timothy’s current board membership includes the Association of Family and Conciliation Courts Australian Chapter and a mid sized New Zealand NGO.

Networks: Timothy helps to develop networks to promote the organisation further, and to gain knowledge for the business itself.

Fresh perspective: Timothy provides a new set of eyes on the current and future endeavours of the organisation.

Long-term view: Timothy will typically commit to an organisation for at least three years (and often stay much longer) providing them with the ability to develop a strong knowledge of the business and provide continuity.

Conformance: Timothy helps to monitor the performance of management in terms of running the company in the interest of the shareholders, community, and government in accordance with the law.

Performance: Timothy helps to set objectives and oversee the work of management to ensure it delivers against the vision laid out in the business plan.

Accountability: Timothy is a Member of the Institute of Directors of New Zealand and undertakes ongoing professional training with them on a range of subjects. He is a graduate of their flagship Company Directors Course.

Timothy also:

  • encourages accountability and transparency

  • manages and reduce risk

  • contributes diverse views in order to make the best decision for the organisation.

An independent director is a director of a board of directors who does not have a material or pecuniary relationship with company or related persons, except sitting fees.

Directors are concerned with the big-picture and use a ‘helicopter focus’, which involves steering the organisation towards its goals and ensuring the day-to-day management of the organisation is consistently aligned with the overall organisation’s vision.

It is important to note that directors DO NOT replace the management team. In fact, there is a very important distinction to be made between them. Directors supervise and complement the role of the management team by offering long-term planning, financial oversight, and inside knowledge. In contrast, the management team is concerned with the operational running of the business. Although management and directors have very different roles, effective organisations ensure that there is a strong relationship between board and management.


The role of the director is to:

  • consider the strategic vision for the company

  • offer fresh thinking and additional skills and knowledge

  • have extensive networks to help the company grow

  • act in good faith and in the best interests of the company

  • have no conflicts of interest with the company

  • ensure that the company remains solvent

  • not take advantage of their position as a director for personal profit (ie insider trading).

The value of directors comes to bear at meetings – a good board will try to debate an issue from every angle before coming to a decision. A director should be prepared, informed, and ready to debate and think about the strategic future. Some directors will have general skills, while others more specific, either way, they will add value to the company with a fresh perspective.