The Evolving Role Of The Independent Non-Executive Director, Speech At The Hong Kong Institute Of Directors’ Speaker Luncheon Meeting, Mr Carlson Tong, Chairman Hong Kong Securities And Futures Commission

First of all, I want to thank the Hong Kong Institute of Directors (HKIoD) for inviting me back once again. I think the last time I spoke at your luncheon was four years ago. Time flies and so much has happened since then. 

Today I want to talk about the changing role of the Independent Non-Executive Director (INED). This is an important part of how we can improve corporate governance and preserve Hong Kong’s reputation as a premiere capital-raising centre. 

Some recent developments in our market make it clear that nowadays much more is expected of an INED than in the past. 

Interestingly, I have never been an INED of a listed company, and in fact as the Chairman of the Securities and Futures Commission (SFC), I am not permitted to be a director of any listed company. But I have spent quite a bit of time sitting in different boardrooms around town in different capacities. 

So what I have to say today is my view from a regulator’s perspective and also from the perspective of a former auditor. 

I also think that there is some commonality among the roles of an INED, an independent auditor and a regulator: we share the responsibility to look after the interests of minority shareholders. 

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