Is it time for a fresh approach to board tenure in the UK?

The nine-year rule, part of the UK Corporate Governance Code, encourages boards to limit how long non-executive directors serve. Its goal is to protect independence. But as questions about long-term company performance grow louder, so too does scrutiny of this rule. 

In a recent article in the Financial Times, Schroders asked whether the nine-year limit is helping boards, or quietly holding them back. And it’s a fair question. 

The Financial Reporting Council makes it clear that the rule is guidance, not a mandate. In their words, “The guidance is not mandatory, and not part of the Code itself, and is not prescriptive. It contains suggestions of good practice to support directors and their advisors in applying the Code.” They go on to note, “It is for individual boards to decide on the governance arrangements most appropriate to their company’s circumstances.” 

Despite this flexibility, many boards stick to the nine-year limit. Some worry that explaining an alternative could seem defensive, even when it’s in the best interests of the business. 

This article explores whether the nine-year rule is supporting effective governance, or if it’s time to approach it differently. Along the way, we examine the rule’s impact on board composition, leadership continuity, and the quality of board meetings themselves. 

What are the risks of losing experienced directors too early? 

When directors step down too soon, boards risk losing knowledge that takes years to build. Experience helps leaders read between the lines, challenge effectively, and guide the company through complex decisions. 

According to Babur Mirza, Global Head of Sales at Sherpany, “Boards know their people better than any rule does. The challenge is having the confidence, and the evidence, to stand by a decision when it breaks from convention.” 

Many directors only begin to influence the board’s direction after they’ve developed trust, context and confidence in the role. Cutting tenure short can interrupt that trajectory, leaving the board without the stability or insight that comes with time. 

Rapid turnover can also make it harder to hold long-term strategies to account. Directors who are present for just part of a strategic cycle may struggle to judge its success or failure with enough depth. 

Can long tenure create its own problems? 

By contrast, when directors stay too long, there’s a risk the board becomes too comfortable. Familiarity can reduce challenge. Debate might soften. Assumptions go unchecked. As Quilter Cheviot explains, “Advocates of shorter board tenures consider finding a balance between a desirable level of expertise, and ensuring the board maintains fresh perspectives.” 

Boards need fresh thinking to stay effective. New members bring different skills and perspectives, which can shift conversations and sharpen oversight. Without this, decision-making can become predictable or even passive. 

As Babur confirms, “Fresh thinking matters, but so does memory. Boards work best when they blend both, especially in times of change or uncertainty.”  

But tenure alone doesn’t determine independence. A director who has served for ten years may still bring more rigour and objectivity than someone in their first term. That’s why years served should be considered alongside behaviour, contribution and context.  

Should chairs have a separate tenure path? 

Chairs often reach their limit under the nine-year rule just as they become most effective. It can take several years for a director to fully understand the business, and even longer to grow into the role of chair. Yet once appointed, they may have only a short window before the clock runs out. 

This can create unnecessary disruption. Chairs are responsible for guiding the board, shaping its culture and overseeing performance. As Babur outlines, “There’s real value in continuity at the top. When chairs are forced to step down mid-strategy, the board pays the price in clarity and cohesion.” If continuity at this level is cut short, it can undermine the board’s ability to stay focussed on long-term goals. 

According to Dr. Tracy Long in a recent guide from KPMG, “Succession planning, particularly for the chair role, is an area where planning ahead can pay dividends, particularly in light of the Code capping chair tenure at nine years from their first appointment to the board.” She continues, “Avoiding a situation where the chair and the senior independent non‑executive leave at the same time is essential.”  

Some governance experts now suggest that the tenure clock should reset when a director becomes chair. This would give boards the flexibility to retain proven leadership and support more stable transitions. 

Why board composition matters more than any one number 

Board effectiveness can’t be measured in years alone. 

A long-serving director might be the one who asks the questions nobody else will. A newer member might spot something the others have missed. What matters is how each person contributes, and how well the group functions as a whole. As Babur highlights, “Strong governance isn’t about how long someone has been on the board. It’s about how well the board works together, and whether it’s getting the right things done.”  

Rather than focusing on the number of years served, boards can ask: 

• Do we have the right mix of skills and experiences? 

• Are different viewpoints represented, and heard? 

• Is there enough context in the room to hold the strategy to account? 

Experience has value, but so does fresh thinking. Strong boards find a way to hold both. 

How board meetings reflect the value of experience 

Good meetings depend on preparation, focus and challenge. Experience helps with all three. 

Long-serving directors often bring clarity to complex topics. They know what’s been tried before, what worked, and where things tend to stall. That history helps the board use its time well, focusing on real questions rather than circling known issues. 

In conversation, experience sharpens the ability to read the room. It helps keep discussion grounded in strategy, not detail. It also gives directors the confidence to disagree without causing disruption. 

But experience only adds value when it’s matched with curiosity. The strongest boards combine knowledge with fresh thinking. That combination is what makes meetings productive. 

How technology supports stronger governance decisions 

Boards make better decisions when they’re well-prepared, aligned, and working from shared context. That’s where technology plays a central role. 

As Babur explains, “Technology doesn’t make governance decisions for you, but it gives you the clarity, structure and rhythm to make them well.” 

Board management software simplifies how information is shared and discussed. It helps directors come to meetings informed, with the background and documentation they need to contribute meaningfully, whether they’ve served for one year or ten. 

For leadership teams, it creates structure and continuity. Agendas are clearer. Records are complete. Strategic conversations build from meeting to meeting, without starting from scratch. 

This foundation becomes even more valuable when the board is changing. Whether welcoming new members or managing succession, technology helps keep the work moving forward without losing momentum. 

Elevate how your board governs with Sherpany 

Tenure rules are useful. But they’re not a substitute for judgement. 

Boards should ask whether their current composition supports good decision-making, clear oversight and long-term strategy. Sometimes that means stepping directors down. Sometimes it means keeping them on. 

What matters most is that the decision is deliberate, well-supported and clearly communicated. That’s what builds trust, both in the boardroom and beyond. 

If you’re ready to elevate your approach to governance, book a free demo today and find out how Sherpany can help.