Whatever the Board, it is important and absolutely necessary for you to conduct a personal due diligence check before you sign that Appointment letter.


Many reasons have been given as to why different people serve on Boards. Some say, it is prestigious, it boosts one’s profile and provides an opportunity to share knowledge and experience, while for others, it is for business and networking purposes.

Whatever the Board, it is important and absolutely necessary for you to conduct a personal due diligence check before you sign that Appointment letter.

Below are some of the items to consider:

a) How has the Company performed over the last 3-5 years? What is its current financial position? Is it able to meet its financial obligations?

b) Who is the Chief Executive Officer/Managing Director/Executive Director? What type of individual are they? Have any scandals been reported about them? Are they personal or business related? What type of relationship does this individual have with the Chairman of the Board? Is it mutually respectful and exclusive?

board app img 2 min

c) What is the track record of both the Chairman of the Board?

d) Who are the current Board members? What are their backgrounds? Are they the type of peers you would want to work with?

e) Does the size and structure of the Board allow you to give a good positive contribution/create value and impact?

board app img 1 min

f) What are the Company’s values? Are they synonymous with your personal values?

g) Who are the owners of the Business? What kind of people are they? Are they the type that you would want to associate with? Assuming you are of good moral character, are they the kind of people that you want to associate with? Given what you find out about them, are your values somewhat consistent with theirs? What other businesses do they own? How are those businesses performing?

h) How often have the owners changed? What is the trend?

i) What is the nature of business activities that the Company is engaged in? Do you think you have the right skill set to create and add value to the core business of the Company? Do you have enough knowledge about this type of business?

j) Does the Company practise good Corporate Governance?

k) Are there any material court cases currently against the Company that are likely to cripple its business, or reputation?

l) Does the Business have insurance cover available to Directors? What initiatives are in place to protect or indemnify Directors.

A board appointment is about more than prestige, it is an acceptance of a certain level of responsibility that should not be taken lightly.

m) Is the Company involved in any transactions that could be a cause of concern for you from a Risk perspective/ethical consideration?

n) Do you have any conflict of interest that may stand in your way of providing a service to this Company?

board app img 3 min

In summary, check these first

  • Company financial position
  • CEO/MD/ED reputation in the company
  • Chairman of the board’s track
  • Current board members’ background
  • Opportunity for your contribution
    to the board
  • Company values versus your own
  • Business owners’ background
  • Company ownership trend
  • Your skills & knowledge vs company
  • Company’s corporate governance
  • Material court cases that pose a risk
    Insurance cover to the directors
  • Any transactions that are a cause
    for concern
  • Any conflict of interest

BNM Advocates provides legal representation and advisory services to corporate and individual clients in Uganda and beyond.

We desire to grow and integrate impactful legal solutions that drive business and mitigate risks. Our clients include companies within Banking & Finance, Insurance, Communication, Health, Education, Agriculture, Small and Medium Size Enterprises, Real Estate, Transport and Manufacturing sectors.

Our team comprises of experienced legal practitioners both within Uganda and beyond. We pride ourselves in building strong relationships with our clients, by providing professional and innovative legal solutions.