Non-Executive Director — Refinancing Oversight

Oversight agenda

• Challenge the financing plan against downside trading, essential capital expenditure and realistic working-capital requirements.
• Review the sequencing of adviser appointments, lender engagement, diligence and approvals, identifying where delays would reduce negotiating options.
• Compare proposals on flexibility, security, covenants and execution risk as well as cost.
• Seek assurance that management reporting can support both the transaction and continuing compliance afterwards.

The director should ask management to identify the last practical date for each financing route, the evidence needed to keep it available and the cost of preparing it. Review whether the board has enough time to evaluate proposals rather than approving terms under avoidable deadline pressure. A financing paper should show downside headroom and the operational effect of restrictions, including the capacity to fund maintenance. After completion, the board should revisit whether the assumptions used to select the structure remain valid as trading develops.

The director’s judgement

Probe whether refinancing assumptions depend on unproven savings, asset sales with uncertain timing or an earnings measure that does not translate into cash. Ensure alternative routes are assessed before they become emergency options. Support clear board records explaining why a financing choice is consistent with the business’s operating needs and risk tolerance.

Qualifications for the seat

Candidates should have substantial experience of financing or refinancing industrial businesses, preferably with board accountability. They must be able to challenge technical advisers without substituting themselves for management or counsel. Relevant experience includes dealing with competing owner preferences and recognising when a proposed financing solution simply transfers pressure into future operating periods.

Board-level outcomes

The contribution should be visible in an informed financing decision, timely escalation of risks and a practical post-completion oversight plan. The director is not appointed to source lenders for a success fee or run the financing process as an executive.