Board fees, interim day rates and the freedom are the parts of a portfolio career that get written about. The parts that decide whether it works are utilisation, the shortage of seats, and a personal liability that an executive contract never carried.
The most visible part of an executive portfolio career is the part you’re least likely to get. Across the whole S&P 500 in the year to April 2025, boards appointed 374 new independent directors, down 8% on the year before. Only 116 of them were first-time directors. Half of those boards appointed nobody at all, and annual turnover across the index ran at 7%. The FTSE 150 tells the same story in a different accent: 199 new board appointments, a 13% renewal rate, and 21% of incoming non-executives taking a first seat.
None of that is an argument against wanting a board seat. It’s an argument against building anything on one. The seats are few, they turn over slowly, and the incoming class is getting older and more retired. Some 59% of new S&P 500 directors were retired, against 48% the year before, at an average age of 59.1.
What actually carries a portfolio is the less photogenic part: advisory and interim work. And the thing that makes a portfolio genuinely different from the career you’ve had so far isn’t the freedom. It’s that a non-executive directorship carries a personal exposure that most executive roles, unless you also sat on the board, never did.
Fractional work is only now being counted as a category of its own
Interim work has been measured for years. The Institute of Interim Management has published its survey since 2010 and the 2026 edition is the 17th. What’s new is narrower than the noise around it, and more useful.
The Institute of Interim Management’s 2026 survey, covering the year to March 2026, measured fractional assignments as a distinct category for the first time in those 17 editions. When a professional body starts counting something separately, it has stopped being a marketing term. In South Africa, King V, published by the Institute of Directors in South Africa on 31 October 2025 and applying to financial years starting on or after 1 January 2026, with early adoption encouraged, is now the governance code that frames what a non-executive is signing up to. Boards are inside their first applicable year as you read this. And Spencer Stuart’s 2025 board indexes, covering proxy filings to April 2025 in the US and the 12 months to April 2025 in the UK, both show board access tightening rather than opening.
So the timing is good for the analysis and awkward for the optimism. The fullest year of data this subject has had is also the year the numbers turned down.
An executive portfolio career is three different jobs, and only one of them is an office
Most of the advice on this subject treats the whole move as one thing and calls it becoming an independent consultant. That framing is where the planning errors start, because a portfolio is three different activities with different access routes, different tax treatment, different liability and different economics.
The first is a fiduciary office. A non-executive directorship isn’t a client relationship, it’s a legal position with statutory duties attached, and the company can’t negotiate those duties down for you.
The second is interim and fractional leadership, which is frequently intermediated without being exclusively so. There’s a provider layer sitting between the interim and the client, in the way retained search sits between an executive and an employer, and the IIM ranks those providers annually. But both routes are live. In the IIM’s 2023 edition, the most recent for which the sourcing split is publicly retrievable, 77% of interims had won at least one assignment through a third party and 55% at least one directly, with a significant proportion using both. Plan for both, and don’t assume a provider relationship does the work your own network would.
The third is advisory work, which has the least structure of the three. No listing infrastructure comparable to the other two, no notice requirement, and no published market that we could identify. This is the part everybody assumes will be easiest because it looks the most like what they already do.
That structural difference has a practical consequence you can act on. The board channel is documentable precisely because it has an open-listing route, through board platforms and, in South Africa, gazetted public calls for state-owned and municipal entities. Our review of the executive job search platforms covers those channels in detail and there’s no point repeating them here. What matters for planning is that there’s no single open market for advisory and fractional work comparable to a board platform or a job board. Access is fragmented across providers, professional networks and direct mandates. Which means the visibility that produces advisory work has to be built rather than applied for, and it’s the same visibility that determines how executives are found for anything else.
What a board seat pays, and why the headline figure is not money you can spend
Spencer Stuart’s 2025 compensation snapshot, drawn from proxy statements filed by 489 S&P 500 companies between May 2024 and April 2025, puts average total director compensation at $336,352, up 3%. That’s the number that circulates. The composition is the number that matters: 59% of it is stock awards, 36% cash, 3% options and 2% other. Roughly two-thirds of a US board seat is equity, frequently subject to holding requirements. A seat paying $336,352 does not pay $336,352 into your bank account this year, and an executive modelling portfolio income on the headline is modelling something that doesn’t exist.
The UK number is cleaner because it’s cash. The 2025 UK Spencer Stuart Board Index puts the average FTSE 150 non-executive base fee at £80,888, up 3%. But the average is the least useful thing in that dataset. The range runs from £48,118 at Big Yellow Group to £174,500 at BP, inside a single index of large listed companies, which should settle the question of whether anyone can tell you what a board seat pays. One further detail is worth your attention if you carry a risk background: the risk committee chair commands the highest UK committee premium at £41,494, above audit at £27,649. That’s a UK finding and only a UK finding. What sits behind the premium isn’t in the dataset, so read it as a fee level rather than as evidence of what boards believe about scarcity.
South Africa is the second of the three markets where you can see the level and the spread together, and the only one where the spread is published as quartiles. PwC’s 2025 Directors Remuneration and Trends Report, covering active directors at JSE Top 200 companies for the reporting period to 28 February 2025, puts the median board member fee at R481,000, the median lead independent director at R1,186,000, the median deputy chair at R1,336,000 and the median chair at R1,646,000. The quartiles do the same work here that the range does in the UK. Chair fees run from R1,100,000 at the lower quartile to R3,183,000 at the upper, and board member fees from R351,000 to R678,000. Anyone who quotes you a single South African board fee has picked one point in a band whose top quartile is nearly three times its bottom.
Board member fees rose 12% on a median basis in that period against 6% for chairs, and shareholder support for fee resolutions ran at 98.11%. The 12% is material repricing at board member level and it is above South African inflation. What’s driving it isn’t in the dataset, so treat it as a movement rather than as proof of demand, and read the near-unanimous vote as broad shareholder acceptance of these fees rather than as an absence of pressure on remuneration generally.
There’s one durable structural finding on the South African side, and it’s about predictability rather than level. The IoDSA’s ninth-edition fees guide, drawing on 213 JSE-listed companies’ filings from June 2021 to June 2022, found annual retainers in use at 81% of large companies, 73% of medium and 58% of small. Those fee levels are four years old and shouldn’t be treated as current. The structure probably still holds, and it tells you that a portfolio weighted towards smaller companies is a portfolio with less predictable cash flow, because more of it arrives per meeting rather than per year.
Then there’s time. Spencer Stuart’s July 2024 director pulse survey, based on 751 self-reported US director responses, puts average board work at 200 hours a year, rising to 242 hours for public company directors and falling to 148 for private. Call 242 hours about 30 working days. That is the arithmetic that decides how many seats a portfolio can physically hold, and it’s the calculation most people skip because the fee arrives annually and the hours arrive in the same fortnight as everything else.
The day rate is the number people quote. Utilisation is the number that pays you.
The Institute of Interim Management’s 2026 survey, covering the year to March 2026, reports an average day rate of £907, up 1%, with private sector rates exceeding £1,000 for the first time. It also reports that the average interim billed 148 days.
Those two figures belong in the same sentence and almost never appear in one. Alongside them: 64% of respondents were on assignment at the end of March 2026, average assignment length was 10 months, and the average gap between assignments was 3.2 months. Half named securing the next assignment as their single biggest challenge, and 45% expected the market to get tougher. Almost a quarter of the most recent assignments were fractional, and 36% of respondents had completed at least one assignment inside IR35, where rates rose almost 5%.
Two warnings, both of which improve rather than weaken the picture.
The first is arithmetic. It’s tempting to multiply the days by the rate and call the result an income. Don’t. A mean number of days and a mean day rate aren’t drawn from the same individuals’ years, and the IIM publishes no income figure. Both numbers are useful separately and the product of them is a fiction.
The second is method, and it’s load-bearing. The IIM survey is a self-selecting community survey. It states no recruitment frame, no sampling method and no claim to represent the interim population, and the IIM describes participation at around 2,000 interims a year without publishing the 2026 respondent count. It measures interims engaged enough with their professional body to spend 25 minutes on a form. It is the strongest publicly available dataset we could identify for this part of the market, and it still isn’t a probability sample. Everything below it is weaker.
How much weaker is worth showing. The most widely quoted estimate of the size of the fractional executive market, on inspection, resolves to a count of how many people use a particular word on their LinkedIn profile, plus an author’s personal adjustment of that count, published by a firm that sells into the market it’s sizing. A LinkedIn self-description is a marketing decision rather than a form of employment, and some proportion of those profiles belong to people between jobs. South Africa has no equivalent that we could find. No professional body, statistics agency or research house we could identify publishes interim or fractional volume, rate or utilisation data for this market, and the UK figures above cannot be carried across into a South African sentence.
The deeper problem is who does the counting. The visible evidence base for portfolio careers consists of firms that place fractional executives, coaching businesses selling the transition, search firms selling board readiness, and a self-selected survey of people successful enough to still be doing it. None of the datasets reviewed here captures the executive who spent 18 months on it and went back to a full-time seat. There is no dataset of unsuccessful attempts that we could locate, which means the optimism you’ll encounter isn’t dishonest so much as structurally incapable of seeing its own failures.
The most honest reading is that this may be what executives do after, not instead
The proposition usually put to executives is that portfolio work is an alternative to another full-time role. The data doesn’t support that, and the piece would be weaker for pretending otherwise.
New S&P 500 directors are 59% retired, up from 48%, at an average age of 59.1 and rising. In the UK, new non-executives average 58.7, a year older than in 2024, and even first-time non-executives average 56.1. That pattern is at least as consistent with portfolio work being what executives do after an executive career as with it being something they do instead of one. If you’re 51 and planning the move, the people currently getting the seats you’re picturing are, on average, most of a decade ahead of you.
There’s a limit to how far that reading goes, and it’s the limit of the data rather than a rhetorical concession. No dataset we could identify measures how many senior executives move into portfolio work, from where, or whether the number is rising. First-time director counts measure board entry, not portfolio formation, and the interim and advisory ends have no equivalent count that we could locate. So the destination is documented and the flow isn’t. Anyone giving you a figure for how many executives are making this move is estimating, and the age data only describes the scarce, prestigious, listed end of the market. It tells you little about the interim and advisory work where the IIM’s respondents are visibly working at scale.
Which leaves a usable position rather than a comfortable one. Treat advisory and interim work as the load-bearing structure and the board seat as an outcome. Executives who do it the other way round put their effort into the least available thing in the market and describe the result as bad luck.
A South African legal and tax note: the obligations arrive with the appointment, not with the income
Everything from here to the Portfolio Load Test is South African law and South African tax. If you’re reading this in London, Toronto, Dubai or New York, the specifics won’t transfer and you shouldn’t try to make them. The shape of the problem does transfer, and it’s worth taking to your own adviser in roughly these terms.
Does my jurisdiction distinguish the duties of an executive director from those of a non-executive one, and if it doesn’t, what am I personally carrying? Which categories of conduct can the company not indemnify me for, and do those categories cluster in exactly the situations where a board gets into trouble? Does liability for a co-director’s breach run jointly, so that my share of the blame doesn’t decide my share of the loss? And does adding a third or fourth engagement change my tax registration position, given that most systems aggregate a person’s activities rather than assessing each one alone? Those four questions have answers in every market. What follows is only ours.
A non-executive directorship is a legal office, and the Companies Act does not soften it
This is the section the encouraging version of this article rarely contains, and it is the part with your own assets in it.
The Companies Act 71 of 2008 defines a director at section 1 as “a member of the board of a company, as contemplated in section 66, or an alternate director of a company and includes any person occupying the position of a director or alternate director, by whatever name designated”. The definition is drafted to capture you regardless of the label on the appointment letter. South African law draws no general distinction between the fiduciary duties of executive and non-executive directors.
What follows from that, as the statute provides:
- Section 76 sets the fiduciary duty, to act in good faith, for a proper purpose and in the best interests of the company, together with the duty of care, skill and diligence. The standard is the care, skill and diligence that may reasonably be expected of a person carrying out the same functions in relation to the company as that director, and having the general knowledge, skill and experience of that director. The second limb is the one to notice. It is measured against what you actually know and have actually done, so a long record of doing this work raises what can reasonably be expected of you rather than excusing it.
- Section 77 governs liability, and includes joint and several liability where more than one director’s breach causes the same loss. The company may recover the whole of that loss from any one of them, who must then pursue the others for their contribution.
- Section 78 limits indemnity. A company may not indemnify a director against liability arising from knowingly acting without authority, acquiescing in reckless trading, fraud, or wilful misconduct or wilful breach of trust, and may not pay a director’s fines except on strict liability convictions.
- Section 162 provides for delinquency declarations, including where a director acted in a manner amounting to gross negligence, wilful misconduct or breach of trust, or intentionally, or by gross negligence, inflicted harm on the company. Note the threshold: ordinary negligence is not what that limb says, and the distinction is the whole of the protection. Probation orders are available for repeated defaults across companies within 10 years.
- Section 22 deals with reckless trading.
Read those together and the shape of the exposure becomes clear. The categories of conduct a company cannot indemnify you for are the categories most likely to arise in a company that is failing. Joint and several liability means your share of the blame does not determine your share of the loss. And the exposure crystallises at the moment when a non-executive has the least information and the least control, which is precisely the moment the board’s information flow is degrading.
King V adds structural constraints on top of the statute. Principle 5 recommends that the governing body comprise a majority of non-executive members, most of whom should be independent, and its recommended practices list the factors that may indicate a member cannot be categorised as independent: an executive position held within the past three years, status as a significant provider or customer, board tenure exceeding nine years, or performance-contingent remuneration, among others.
Read the code itself on this rather than the commentary, because it is routinely reported as a set of hard bars and it isn’t one. The factors trigger an assessment, not a disqualification. King V requires the board to weigh all the pertinent factors and circumstances together, against what independence substantively means rather than against a checklist, and it expressly allows a board to conclude that a member is independent despite one or more of those factors, provided it gives its reasons for doing so.
Two of the factors still shape how a portfolio is sequenced, and knowing they’re rebuttable is more useful than believing they’re absolute. Leave an executive role and the company you know best is the board where your independence gets questioned first, for three years, which is a conversation to have with the nominations committee rather than a door that is shut. Hold an independent seat past nine years and the board has to revisit and justify your categorisation, which in practice puts a review date on the seat even where it doesn’t end it. A portfolio assembled without allowing for either will need rebuilding at an inconvenient moment.
Principle 6 answers the assumption underneath most of this. Where the governing body delegates to a committee, the delegation does not discharge its own accountability, and it should apply its collective mind to the information, opinions, recommendations, reports and statements the committee puts in front of it. Principle 7 carries the parallel discipline for delegation to management, through a delegation of authority framework that specifies what stays reserved to the governing body. Neither arrangement lets you treat a committee’s work or a chief executive’s assurance as the end of your own responsibility. On time commitment, King V requires members to commit sufficient time and effort to prepare for meetings and prescribes no minimum hours, which places the judgement about whether you have enough capacity on you rather than on the company.
There’s a second-order consequence for how you present yourself. A board considering you will verify what you claim, and the verification standards applied to board candidates are the strictest in the market, as our work on how executive hiring verification actually works sets out. Once appointed you sit on the other side of the same problem, because a misstatement in a colleague’s record becomes a governance matter for the board rather than an HR matter, which is the territory covered in our piece on the legal consequences of misrepresentation on a CV.
All of the above is a description of what the legislation and the code provide. It is not advice on your position, and the difference matters: whether a particular seat, at a particular company, in a particular financial condition, is a risk you should accept is a question for your own legal adviser, and it is worth the fee before you accept rather than after.
Building the portfolio is the thing that triggers the VAT registration
South African tax treats a resident non-executive director as an independent contractor, and the consequences are set out in SARS’s binding general rulings 40 and 41, effective 1 June 2017 and current on SARS’s site as at 14 August 2026.
Per BGR 40, fees earned for services rendered as a non-executive director do not constitute remuneration, and no PAYE should be withheld by the company, though a director may voluntarily elect to have PAYE deducted. Income tax is instead settled through the provisional tax system. So the withholding that has quietly handled your tax for your entire executive career stops, and the responsibility for estimating and paying it moves to you.
The part that surprises people is VAT, and the thresholds moved this year. From 1 April 2026, registration is compulsory where total taxable supplies exceed R2.3 million in any consecutive 12-month period, raised from R1 million, and voluntary registration is available above R120,000, raised from R50,000. The compulsory threshold had stood at R1 million since 2009, so a good deal of the guidance still circulating carries the old figure. Check the date on anything you’re relying on. The threshold aggregates. SARS’s guidance is explicit that the value of all taxable supplies of goods or services made in the course or furtherance of all your enterprises is added together, so board fees, interim engagements and advisory income count towards the threshold jointly rather than separately.
Which produces a genuinely awkward result, eased by the increase but not removed by it. Diversification is the thing that makes a portfolio survivable, and diversification is also the thing that pushes the aggregate across the threshold and brings compulsory registration, returns, invoicing and administration with it, with no finance function to absorb any of it. A chair’s seat at the median, two board seats and a modest advisory retainer will get you there. That is what the rulings and the amended threshold provide. What it means for your structure is a question for a tax practitioner, and it is cheaper to ask before the 12 months have run than after.
The Portfolio Load Test: four questions to ask of any seat before you take it
Executives assess portfolio components on fee, because fee is the number offered. The evidence above suggests four variables carry more weight, and they rarely appear in the appointment conversation unless you raise them. We use these as an analytical device rather than a scoring system, and they apply to a board seat, an interim assignment and an advisory retainer equally.
- Utilisation. How many days a year does this actually pay for, rather than what does a day of it cost? A £907 day rate across 148 billed days is a different proposition from the same rate across 220, and a board fee is annual regardless of whether the year turns out to be a quiet one or the year of the restructuring.
- Latency. When this ends, how long until it’s replaced? The IIM’s 3.2-month average gap between assignments is the honest planning assumption for interim work, and an independent seat approaching nine years carries a review date you can see coming.
- Exposure. What personal liability attaches, and which parts of it can’t be indemnified? A fiduciary office and an advisory retainer sit at opposite ends of this, and the fee rarely reflects the distance between them.
- Aggregation. What does adding this do to everything else? Time against the 242-hour reality of a public company seat, independence against King V’s three-year and nine-year assessment factors, and, in South Africa, total taxable supplies against the R2.3 million VAT threshold. Every component is fine on its own. The portfolio is the risk.
Run together, the four describe a failure mode that fee alone never shows. A portfolio built for fee looks strongest at the point of assembly and weakest about a year in, when the interim assignment has run out its 10-month average, the replacement is 3.2 months away on the same survey’s numbers, and the board seat that carries the prestige also carries the exposure.
What this means for you
A portfolio career is a real market and a serious one, and the version of it sold as a gentler retirement from executive life does not appear in any dataset reviewed here. Before you commit to the move, you should be able to answer four questions about yourself, honestly and in specifics.
- If no board seat arrives at all, does the advisory and interim side of the plan still carry your obligations? Nothing in the data supports a timetable here, and that absence is itself the answer: build as though the seat may not come.
- Can you name the two or three organisations most likely to appoint you, and say what evidence they can already find that you can do the work? If you can’t, the gap is in your record rather than in the market, which is the argument behind building an executive personal brand.
- Have you had the liability conversation with a lawyer and the aggregation conversation with a tax practitioner, in your own jurisdiction, before accepting a seat rather than after?
- Are you moving towards portfolio work, or away from an executive role that has become uncomfortable? The second is a legitimate reason and a poor plan, and it’s worth testing against what the route into and through the C-suite actually looks like from here.
One more, if you’re weighing a first non-executive appointment at a smaller company: does the fee bear any relationship to the exposure? The remuneration data now published by boards makes that comparison easier than it was, and the same disclosure pressure examined in our analysis of executive pay equity and disclosure applies to the fees you’ll be offered.
Executives usually arrive at this decision with the market research done and the positioning undone. Our Executive Positioning Strategy engagement exists for that stage: what the portfolio is for, which of the three activities you’re actually credible in, and what the record needs to show before a nominations committee or a client looks at it. You can review the executive engagements and what each includes, see the full range of executive services, or write to [email protected] for a confidential conversation.
Sources and further reading
Board composition, appointments and fees
- Spencer Stuart, 2025 S&P 500 Director Compensation Snapshot, proxy statements filed 1 May 2024 to 30 April 2025, 489 S&P 500 companies
- Spencer Stuart, 2025 US Spencer Stuart Board Index, same filing period, 488 S&P 500 companies
- Spencer Stuart, 2025 UK Spencer Stuart Board Index, 12 months to 30 April 2025, top 150 FTSE companies by market value
- Spencer Stuart, Director Pulse Survey, time commitment, July 2024, 751 US director respondents, self-reported
- PwC South Africa, 2025 Directors Remuneration and Trends Report, 15 October 2025. Non-executive fee levels and quartiles at Figure 9, NED fee snapshot. Active directors at JSE Top 200 companies, reporting period 1 March 2024 to 28 February 2025, drawn from notices of annual general meeting and remuneration reports
- IoDSA, Non-Executive Directors’ Fees Guide, 9th Edition, filings June 2021 to June 2022, 213 JSE-listed companies. Cited here as a 2022 finding on fee structure, not as a current fee level
Interim and fractional work
- Institute of Interim Management, Interim Management Survey 2026, 17th edition, year ending March 2026. Published annually since 2010. Self-selecting community survey with no stated recruitment frame or sampling method; participation described as around 2,000 interims a year, with the 2026 respondent count not published
- Institute of Interim Management, Interim Management Survey 2023, 14th edition, cited only for the direct versus third-party sourcing split, which is the most recent edition in which we could publicly retrieve that breakdown. The survey notes its own respondent pool may over-represent third-party sourcing
Law, governance and tax
- Companies Act 71 of 2008, sections 1, 22, 76, 77, 78 and 162
- Institute of Directors in South Africa, King V Code on Corporate Governance for South Africa 2025, 31 October 2025, principles 5, 6 and 7, including recommended practices 42 and 43 on the assessment of independence, applying to financial years starting on or after 1 January 2026
- SARS, FAQs on BGRs 40 and 41: Non-executive Directors (VAT and PAYE), rulings effective 1 June 2017, confirmed current 14 August 2026
- SARS, What is the new threshold for VAT registration? and Budget 2026 frequently asked questions, which carries both figures: compulsory threshold raised from R1 million to R2.3 million and voluntary from R50,000 to R120,000, with effect from 1 April 2026. Confirmed 14 August 2026
- CMS, Expert Guide for Directors of Companies, South Africa, on the absence of a general statutory distinction between executive and non-executive duties
Consulted and not used
- Widely circulated estimates of the size of the fractional executive market. Traced on 13 August 2026 to LinkedIn keyword counts and unattributed author estimates, published by firms selling into the market being sized. Not publishable
- Consulting and fractional hourly, monthly and project rate ranges carried by the page this article replaces. No professional body, statistics agency or research house publishes rate bands on that structure for either the global or South African market, and the ranges have been removed rather than updated
- Claims that consulting is growing at unprecedented speed and that ESG is the fastest-growing consulting niche. The first is contradicted by Source Global Research, which records a contracting broader consulting market with technology consulting the recovering segment. The second is not supported by Verdantix, the specialist house that sizes the ESG and sustainability consulting market
- Practitioner guidance on breaking into portfolio work through unpaid non-profit and professional-body roles. Commentary rather than evidence, with no measured support cited
Updated 14 August 2026. This article replaces an earlier version published as guidance on becoming an independent consultant, which carried 10 unsourced hourly, monthly and project rate ranges across two markets. No professional body, statistics agency or research house publishes rate bands on that structure for either market, and those ranges have been removed rather than updated.
Correction, 14 August 2026. An earlier version of this article gave the South African compulsory VAT registration threshold as R1 million and the voluntary threshold as R50,000. Both were raised with effect from 1 April 2026, to R2.3 million and R120,000 respectively, and the figures have been corrected. The same revision restated the section 76 standard of care in the words of the statute, corrected the section 162 delinquency threshold to gross negligence, and rewrote the treatment of King V independence to reflect that the code sets factors for assessment rather than automatic disqualifications. It also withdrew a statement that PwC’s 2025 report did not publish rand fee levels. It does, at Figure 9, and those levels now appear above. A description of interim work as intermediated has been corrected to reflect that the IIM’s own data records both third-party and direct routes. The South African law and tax material has also been marked as a regional section.