Sax Co. sells insurance, and it has recently become a listed company. In accordance with corporate governance guidelines, the finance director of Sax is reviewing the company's corporate governance practices.

Bill Bassoon is the chair of Sax. Bill vacated the CEO position last year to become the chair of the board, and a new CEO has not yet been found. Bill is unsure if Sax needs more non-executive directors. There are currently six members on the board, which consists of four executive directors and two non-executive directors. He is considering appointing one of his brothers, who is a retired chief executive of a manufacturing company, as a non-executive director. Bill wants to ensure the board focuses on the strategic direction of Sax and not the day-to-day decision-making. He has reduced the number of board meetings.

The finance director, Jessie Oboe, is considering setting up an audit committee, but has not undertaken this task yet as she is very busy. A new board director was appointed nine months ago. He has yet to undertake his board training as this is normally provided by the chief executive and this role is still vacant.

There are many shareholders and therefore the directors believe that it is impractical and too costly to hold an annual general meeting of shareholders. Instead, the board has suggested sending out the financial statements and any voting resolutions by email; shareholders can then vote on the resolutions via email.

Which of the following recommendations would ensure the board composition meets board of director requirements?

a)No changes to the board composition are needed.

b)An independent non-executive director should be recruited to fill the role of chair.

c)The majority of the board members should be non-executive directors.

d)All members of the board must be non-executive directors.

e)Bill should remain chair.

f)The board of Sax should consider recruiting and appointing an additional two non-executive directors.