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Article by Rebecca Booth 15 April 2026

Governance in Practice: How the role of the NED is evolving

#BusinessPractice

Arolla’s Rebecca Booth recently took part in the Walkers Women in Evolving Fund Management discussion, here she shares her takeaways.

Fund governance is changing. Over the past few years, I’ve seen a clear shift in how boards are expected to operate not simply as oversight bodies focused on compliance, but as active participants in guiding the funds and managers they support.

Investors, regulators and managers increasingly expect directors to engage more deeply with strategy, communication and long-term risk. The traditional model of governance where directors primarily reviewed reports and approved decisions is giving way to something more involved and, ultimately, more valuable.

The remit of non-executive directors has broadened considerably across both self-managed funds and manager entities. Oversight remains fundamental, but boards are increasingly expected to contribute practical insight and perspective.

In practice, that might mean supporting how a fund presents itself to investors  from shaping messaging in annual reports to discussing how a strategy is communicated externally. Boards are also more frequently involved in areas such as overseeing requests for proposals for key service providers or challenging operational frameworks to ensure they remain fit for purpose.

Another growing expectation is that directors bring a forward-looking perspective. Regulatory change, technological development and evolving investor priorities all create second-order effects for funds and managers. Directors therefore need to spend more time horizon-scanning, anticipating how these changes may influence risk, disclosure and long-term strategy.

In this environment, effective governance relies less on rigid checklists and more on judgement, curiosity and the ability to connect developments across multiple areas from sustainability to technology and organisational culture.

Responsibility in Modern Governance

One of the most noticeable developments in boardrooms is how quickly social responsibility has moved into mainstream governance discussions.

Environmental and social considerations are no longer treated as separate discussions. Instead, they are increasingly embedded within broader strategic conversations. Boards are asking questions about the clarity and accessibility of disclosures, particularly as private markets attract a wider range of investors.

Technology is another emerging governance theme. Artificial intelligence, for example, is already influencing fund operations and investment processes. For directors, this creates new responsibilities around oversight ensuring transparency, addressing potential bias and understanding how these technologies are implemented responsibly.

At the same time, environmental considerations are becoming more sophisticated. Biodiversity, natural capital and nature-related risks are rising on board agendas, particularly for strategies with sustainability or impact objectives. For these funds, effective governance means engaging meaningfully with how investment decisions interact with the wider environment.

A Changing Investor Base

Governance is also being shaped by who the future investors are likely to be.

Over the coming decade, one of the most significant structural changes in global finance will be the scale of wealth transferring between generations.

A substantial portion of this capital will move into the hands of women, influencing how investment decisions are made and what investors expect from the funds they allocate to.

Estimates suggest that by 2030 women could control around US$34 trillion of assets in the United States alone, while global wealth transfers are projected to exceed US$80 trillion over the next two decades.

For boards, this shift matters. Governance that reflects the perspectives of future asset owners prioritising transparency, clarity and long-term impact will be far better aligned with where the market is heading.

Encouragingly, the industry is beginning to develop initiatives that strengthen the pipeline of diverse board talent. Programmes such as the EPOC Board Fellowship provide professionals with the opportunity to observe and contribute to boards, helping broaden experience while strengthening governance capability across the sector.

Ultimately, the direction of travel for fund governance is clear. Boards are expected to lean in more, engaging not only with compliance, but also with strategy, culture, technology and sustainability. Directors who bring broad perspective, independence of thought and a genuinely engaged approach to governance will be the ones who add the most value.

For me, that shift is positive. Governance works best when it supports long-term resilience and trust. Active governance, rather than simple oversight, is what makes that possible.

Rebecca Booth

Rebecca is a Chartered Governance Professional and Non-executive Director with 20 years’ boardroom experience as a company secretary and member of various boards and committees for regulated and unregulated investment and operating companies.

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