a. Unitary Board Structure:

• A unitary board structure consists of a single board formation with sub-committees.
• All directors, including managing, departmental, and non-executive directors, have equal legal status.
• All directors share responsibility and accountability for the board’s actions.

Advantages of Unitary Board Structure:
(i) Small in size, reducing the need to appoint directors representing specific stakeholder interest groups.
(ii) Easier collaboration between executive and non-executive directors.
(iii) Unitary boards work towards common goals, unlike supervisory boards, which represent diverse interests.
(iv) Reduces the potential for abuse of power by a small group of senior directors.
(v) A variety of viewpoints is available due to a larger number of directors compared to two-tier boards.
(vi) All directors bear equal legal responsibility for the company’s management and performance.
(vii) Non-executive directors contribute independence, experience, and expertise.
(viii) Better goal alignment compared to two-tier boards.

b. Core Roles of a Board of Directors:
(i) Providing leadership to the company.
(ii) Establishing internal controls.
(iii) Reviewing management performance.
(iv) Ensuring accurate financial reporting.
(v) Appointing top management staff.
(vi) Awarding significant contracts.
(vii) Overseeing risk management controls.
(viii) Setting the company’s values and standards.

c. Composition and Size of a Unitary Board:

• Typically includes a chairman (often a non-executive), a deputy/vice-chairman, the CEO, executive and non-executive directors, and a company secretary.
• Size of the Board:
  (i) The board should balance skills, experience, and independence.
  (ii) All directors should allocate sufficient time for their responsibilities.
  (iii) Boards should examine their size to assess its impact on company operations.
  (iv) The size should reflect the company’s operations.
  (v) Diversity in gender, tribe, nationality, and age should be considered when composing the board.