What does a CEO do?
A Chief Executive Officer (CEO) is the most senior executive in a business. The CEO sets strategy with the board, builds and leads the executive team, allocates capital, owns the most important external relationships and is accountable to the board — and through it to the owners — for performance and culture. In most UK companies the CEO also sits on the board as an executive director and carries the duties of a director under the Companies Act 2006. A Chief of Staff can extend a CEO’s capacity; see our Chief of Staff recruitment service. Some businesses instead engage an outsourced CEO on a contract basis.
A good CEO job description says what this particular CEO must achieve, for whom, and by when. The copy-ready template and person specification below give you a starting point you can paste and adapt.
CEO recruitment is the most consequential search a board undertakes, and the one where the job description is most frequently written without enough thought given to what the role actually is. Boards that write a CEO job description as a list of qualities they admire — visionary, decisive, collaborative, commercially astute — and call it a brief will attract a shortlist that doesn’t converge. The CEO’s mandate, the relationship with the Chairman, the ownership structure, and the specific challenges the business faces in the next three to five years are what define a successful CEO appointment. Exec Capital runs CEO searches with the brief built properly before a single candidate is approached.
Chief Executive Officer (CEO) — role guide, job description template, compensation and package structure, and what boards get wrong when they write the brief
The Chief Executive Officer is the highest-ranking executive in the organisation, accountable to the board for the performance of the business and responsible for the leadership of the executive team. This guide covers what the role involves across different business types, how to write a CEO job description that attracts the right candidates, how a competitive compensation package is structured in the UK market today, and the distinctions that matter when recruiting — particularly between the CEO and MD titles.
For our CEO recruitment service, see our CEO recruitment page. For interim appointments, see Interim CEO. For part-time arrangements, see Fractional CEO. For compensation data, see our CEO salary guide, linked in the compensation section below. Where cover is needed quickly, an interim Managing Director can run the business while you recruit.
What boards most often get wrong is writing the brief last. The job description is usually treated as an administrative document produced once the search has been agreed, when it should be the output of the board’s thinking about what the next CEO must do. If the board cannot agree what success looks like in three years, no candidate will be able to show they can deliver it, and the interviews turn into a contest of presence rather than a test of fit. The sections that follow are designed to force that thinking early: what the role is, what it is not, how it differs from the MD, COO and Chair, how it changes with ownership, and how the incoming CEO will be measured.
Copy-ready CEO job description template
Use the template below as the working draft for a CEO job description. Replace every bracketed item, delete anything that does not apply, and add the two or three outcomes that make this appointment specific to your business. A fuller, annotated version of each section follows later in this guide.
Job description: Chief Executive Officer
Organisation: [Company name, sector, revenue range, headcount, ownership (owner-managed / PE-backed / listed / family-owned / FCA-regulated)]
Location: [Head office location, expected time on site, travel]
Reports to: The Board, through the Chair
Direct reports: [e.g. CFO, COO, Chief Commercial Officer, Chief People Officer, Managing Directors of subsidiaries]
Board position: [Executive director of the company / attends board but not appointed director]
Basis: [Permanent full-time / interim (expected length) / fractional (days per week)]
Purpose of the role
To lead [Company] in delivering the strategy agreed with the Board, building a business that [state the three-to-five-year objective, e.g. doubles recurring revenue, completes an exit, achieves regulatory authorisation, professionalises a founder-led company], while maintaining the governance, controls and culture expected of the organisation.
Key responsibilities
- Develop the strategic plan with the Board and lead the executive team in its delivery.
- Recruit, develop and, where necessary, replace members of the executive team so that each function is led well.
- Set the annual budget and operating plan with the CFO and deliver against agreed financial targets.
- Allocate capital and resource to the highest-value opportunities and stop activity that does not earn its place.
- Report performance, risks and significant decisions to the Board clearly and on time.
- Lead relationships with shareholders, investors, lenders, major customers, regulators and key partners.
- Set and model the culture, values and standards of conduct expected across the organisation.
- Ensure the business operates within its legal, regulatory and ethical obligations, with effective risk management and internal controls.
- Maintain a succession plan for the executive team and develop the next layer of leadership.
- [Regulated firms only] Hold the Chief Executive function (SMF1) and discharge the responsibilities set out in the Statement of Responsibilities.
Outcomes expected in the first 12–24 months
- [Outcome 1 — e.g. a three-year plan agreed by the Board by the end of the first quarter]
- [Outcome 2 — e.g. executive team gaps filled and operating rhythm in place]
- [Outcome 3 — e.g. revenue, margin, cash or customer measure agreed with the Board]
Package
[Base salary, annual bonus, long-term incentive or equity, pension, benefits, notice period]
CEO person specification
The person specification sits alongside the job description and is what the board, the search firm and the interview panel will assess candidates against. Keep the essential column short. Every item you mark as essential removes candidates from the market, so it should be something the role genuinely cannot succeed without.
| Area | Essential | Desirable |
|---|---|---|
| Leadership experience | Has led a business or significant division of comparable scale and complexity with full P&L accountability | Has held the CEO or MD title previously |
| Board experience | Has reported directly to a board and worked with a Chair and non-executive directors | Has served as an executive director or NED |
| Situation | Has led through the situation this business faces next (growth, turnaround, integration, exit, authorisation) | Has done it more than once, in different businesses |
| Sector | [Only if the business model or regulation genuinely requires it] | Knowledge of the customer base, channels or regulatory regime |
| Ownership context | Understands what the owners need (investor returns, family continuity, public market expectations) | Has worked under the same ownership model |
| Commercial and financial | Reads a P&L, balance sheet and cash flow; makes capital allocation decisions | Has led an acquisition, fundraise or refinancing |
| People | Has built or rebuilt an executive team and dealt with underperformance | Evidence of developing leaders who went on to senior roles |
| Regulatory (if applicable) | Can meet the FCA or PRA fit and proper test for SMF1 | Has held a senior manager function before |
| Personal attributes | Judgement, intellectual honesty, resilience, clear communication | External profile suited to the role (investors, media, industry) |
Two practical points. First, write outcomes, not adjectives: “has taken a business through a sale process” can be tested at interview and referenced; “strategic thinker” cannot. Second, agree the specification with the whole board before the search starts. A brief that the Chair, the investor director and the founder each read differently will produce a shortlist that satisfies nobody, and the search will stall at final interview.
What is a Chief Executive Officer?
The Chief Executive Officer is the senior executive responsible for the overall leadership and performance of the organisation. The CEO sets strategic direction, leads the executive team, manages the business’s most important external relationships, and is held accountable by the board — and ultimately by shareholders or owners — for whether the organisation achieves its objectives.
In UK company law under the Companies Act 2006, the CEO is a director of the company and carries the full suite of directors’ duties: to act in the company’s best interests, to exercise reasonable care, skill and diligence, to avoid conflicts of interest, and to act within the powers granted by the articles of association. Where the organisation is listed, the UK Corporate Governance Code governs the separation of the CEO and Chairman roles and the board accountability framework within which the CEO operates.
The mandate of the CEO varies significantly across business types. In a PE-backed business, the CEO is typically accountable to the fund’s investment committee alongside the board, carries a specific value creation plan, and operates with a defined investment horizon. In a founder-led business where the CEO is also the founder, the accountability structure is different and the latitude for strategic deviation is greater. In a listed business, the CEO is a public figure, subject to continuous market scrutiny, and the board’s accountability mechanisms are formal and structured. Understanding which type of CEO appointment is being made is the first step to writing a job description that will attract appropriate candidates.
It is worth being precise about the legal position. “Chief Executive” is a job title, not a statutory office: the Companies Act does not define it, and a company is not required to have one. In practice almost every CEO of a UK company is appointed to the board as an executive director, which is what brings the general duties into play. The most quoted of those duties is the duty to promote the success of the company under section 172 of the Companies Act 2006, which requires directors to have regard to the long-term consequences of decisions, the interests of employees, relationships with suppliers and customers, the impact on the community and environment, the company’s reputation for high standards of conduct, and fairness between members. For a CEO, section 172 is not an abstract legal point: it is the framework against which major decisions such as a restructuring, a site closure or a sale will later be judged, and larger companies have to report on how their directors have applied it.
The CEO’s authority comes from the board. The board delegates executive powers to the CEO, usually through a schedule of matters reserved for the board and a delegated authority framework, and the CEO then delegates further to the executive team. A job description that does not reflect that delegation — what the CEO can decide alone, what needs board approval — leaves the most important question about the role unanswered.
Recruiting a CEO or Managing Director?
Exec Capital helps boards and investors define the CEO brief, then runs the search for permanent, interim and fractional chief executives across the UK.
Core CEO Responsibilities
Strategic leadership. The CEO is responsible for setting and communicating the organisation’s strategic direction — where the business is going over the next three to five years, what it will and will not do, and how it will win in its chosen markets. This involves working with the board to develop and pressure-test strategy, and leading the executive team in translating it into an operating plan. The CEO who cannot articulate a clear and credible strategy that the board, executive team, and key stakeholders all understand is not performing the most fundamental part of their role.
Executive team leadership. The CEO builds and leads the executive team. This means recruiting and developing the right CFO, COO, and functional leaders, setting the performance expectations for each role, managing underperformance, and creating the conditions in which the team can work effectively together. The quality of the executive team the CEO builds and maintains is the primary determinant of whether the organisation can scale. The Institute of Directors provides guidance on the governance responsibilities of the CEO in relation to the board and executive structure.
Board and shareholder relationships. The CEO is the principal point of contact between the executive management team and the board. They present strategic proposals, operational performance, and significant decisions to the board for oversight and approval, and maintain the trust of the Chairman and non-executive directors through transparent and timely communication. In businesses with institutional shareholders or a private equity owner, the CEO also manages those relationships directly — often as much of a priority as managing the business itself.
External relationships and profile. The CEO is typically the public face of the organisation — managing relationships with major customers, investors, regulators, media, and the broader industry. The weight given to external profile varies by business type: a listed consumer-facing CEO carries significant public profile obligations; a CEO of a B2B services business may have little public profile but significant key account and market relationship responsibilities. The job description should reflect the actual external demands of the role.
Financial performance and capital allocation. The CEO is ultimately accountable for the financial performance of the business. Working closely with the CFO, the CEO sets the financial framework — revenue targets, cost discipline, investment priorities, and capital structure — and is held accountable by the board for delivery against it. The CEO’s decisions about where to invest, where to cut, and where to take risk are the most consequential decisions the business makes.
Culture and organisational health. The CEO is the primary determinant of the organisation’s culture. How the CEO behaves, what they reward, what they tolerate, and what they model set the tone for the rest of the organisation in ways that no culture programme can replicate. Boards increasingly recognise this and include organisational health — employee engagement, leadership development, attrition — alongside financial performance in the framework against which the CEO is assessed.
Regulatory accountability. In FCA-regulated firms, the CEO holds Senior Management Function SMF1 under the Senior Managers and Certification Regime, carrying direct personal accountability to the regulator for the affairs of the firm. This is a material addition to the CEO’s normal governance responsibilities and is a factor in candidate assessment, compensation, and the scope of the role brief for any regulated firm search.
Risk, controls and resilience. The board sets risk appetite and oversees internal control, but it is the CEO who makes sure the business actually runs within them. That means a finance function that produces reliable numbers, an honest view of the principal risks, a tested plan for what happens if a key customer, supplier or system fails, and a culture in which bad news reaches the CEO early. Many CEO failures are not strategic; they come from a control or cash problem the CEO did not see in time.
Succession and leadership depth. A CEO who is the only person able to run the business has built a fragile organisation. Part of the role is developing internal candidates for the executive roles below, and supporting the board in planning for the CEO’s own succession, whether that is an unplanned departure or an orderly handover at the end of a strategy cycle.
CEO Job Description Template
The following template covers the standard components of a Chief Executive Officer job description. It must be adapted to reflect the specific mandate, reporting structure, and strategic context of the role in your organisation — a generic CEO job description that could describe any business will attract a generic shortlist.
Where the copy-ready template near the top of this guide gives you the short form, the wording below is the fuller version many boards use for the formal candidate pack, and the notes after it explain how to tailor each part.
Job title: Chief Executive Officer (CEO)
Reports to: Board of Directors (Chairman)
Direct reports: [Insert the members of the executive team reporting to the CEO — typically CFO, COO, and functional directors not reporting to the COO]
Purpose of the role: The Chief Executive Officer is accountable to the board for the overall performance, direction, and culture of the organisation. The CEO leads the executive team, sets the strategic agenda in partnership with the board, and is responsible for delivering the business’s short and long-term objectives. The CEO represents the organisation to its most important external stakeholders and is the primary link between the board and executive management.
Key accountabilities:
Develop and recommend the organisation’s strategic plan to the board, and lead the executive team in its delivery. Build and maintain a high-performing executive team — recruiting, developing, and where necessary replacing the directors who lead the organisation’s functions. Present operational and financial performance to the board on a regular basis, providing the context and analysis that enables effective board oversight. Manage the organisation’s most important external relationships — shareholders, investors, major customers, regulators, and key partners. Set and maintain the organisation’s culture, values, and ways of working, and model the behaviours expected of the wider organisation. Ensure the organisation operates within its legal, regulatory, and ethical obligations, and that the board has the information it needs to fulfil its governance responsibilities. In regulated environments, fulfil the personal accountability obligations attached to the CEO role under applicable regulatory frameworks.
Person specification — experience: Demonstrated track record of leading an organisation — or a significant division — through a period of strategic change, growth, or transformation at comparable or greater scale and complexity. Experience at board level or in direct board-reporting roles, with the ability to operate effectively with a non-executive board. Sector experience relevant to the business [insert as applicable]. Experience managing an organisation of comparable revenue and headcount [insert range]. Track record of building or substantially improving an executive team.
Person specification — skills and attributes: Strategic clarity — the ability to make and communicate strategic choices that the organisation can execute. Commercial judgement — the ability to allocate capital and resource to the decisions that generate the most value. Leadership presence and influence — the ability to lead a senior team, earn the confidence of a board, and represent the organisation credibly to its most important external relationships. Resilience — the CEO role operates under sustained performance pressure and public accountability; candidates must be able to sustain high performance under those conditions. Intellectual honesty — the ability to read the performance of the business clearly, acknowledge what is not working, and act on it.
How to tailor the template
- Start with the situation. Add a short paragraph on where the business is now and why the role is open: a founder stepping back, a CEO retiring, an investor wanting a different skill set for the next phase, or a business that has outgrown its current leadership. Strong candidates read this first.
- Name the outcomes. Two or three outcomes for the first two years do more to attract the right people than any list of competencies. They also become the basis for the CEO’s objectives once appointed.
- Be honest about constraints. If the balance sheet is stretched, the board is divided or the market is shrinking, say so at the right stage of the process. Experienced CEOs will find out in due diligence, and a brief that hides the difficulty attracts candidates who will not stay when they discover it.
- Define the board relationship. State whether the CEO will be appointed to the board, who chairs it, and what is reserved for the board. In investor-backed businesses, say who the investor director is and how often the CEO is expected to report.
- Remove what does not belong. Detailed operational tasks belong in the COO or MD description, not the CEO’s. If the CEO job description reads like an operations manual, the business probably needs a different role, or both.
Compensation and Package Structure
CEO compensation in the UK varies more widely than any other C-suite role. The primary drivers are company size, ownership structure, and sector. Interim CEOs in the UK are usually engaged on a day rate, with turnaround and crisis mandates commanding the highest rates. For benchmark data across company size tiers, sectors, and ownership structures — including PE equity, LTIP design, and interim day rates — see our CEO salary guide.
Whatever the level, a CEO package is usually built from the same components, and the job description should say which of them apply:
- Base salary. The fixed element, set by reference to the size and complexity of the business and what comparable companies pay.
- Annual bonus. Usually a percentage of salary, paid against a mix of financial targets (revenue, EBITDA, cash) and personal or strategic objectives agreed with the board.
- Long-term incentive or equity. In listed companies, typically a long-term incentive plan with performance conditions measured over several years. In private equity-backed companies, management equity (“sweet equity”) alongside an investment by the CEO. In owner-managed and family businesses, phantom equity, growth shares or a share option scheme are more common.
- Pension and benefits. Pension contribution or cash in lieu, private medical cover, life assurance and car or travel arrangements.
- Contract terms. Notice period, restrictive covenants, good leaver and bad leaver provisions for any equity, and malus and clawback where they apply.
Listed companies disclose directors’ pay in their annual report and publish a directors’ remuneration policy that shareholders vote on, which makes listed CEO pay the most transparent and most scrutinised part of the market. The UK Corporate Governance Code also asks remuneration committees to consider the link between executive pay and the wider workforce, and recommends that notice or contract periods for directors are one year or less. Private company packages are negotiated individually and are rarely published, which is one reason a search firm’s market knowledge is useful when setting the offer.
What drives CEO pay in the UK
Rather than quote a single figure, which would mislead more often than it helps, it is more useful to understand what moves a CEO package up or down. The main drivers are:
- Size and complexity. Revenue, headcount, number of sites, countries and business units. A CEO running a multi-site international group is paid for complexity as well as scale.
- Ownership. Private equity owners tend to put more of the reward into equity tied to the exit, with a salary that is competitive rather than generous. Listed companies balance salary, bonus and long-term incentives within a published policy. Owner-managed and family businesses often pay a higher proportion in cash because there is no route to equity, or offer equity-like arrangements to compensate.
- Situation. A turnaround, a refinancing or an exit preparation carries more personal risk for the CEO and usually needs a stronger package to attract someone who has done it before.
- Regulation. In FCA- and PRA-regulated firms the SMF1 holder carries personal regulatory accountability, and the remuneration rules that apply to some firms affect how bonus and deferred pay can be structured.
- Sector and scarcity. Where the pool of credible candidates is small — specialist regulated sectors, deep technology, certain industrial niches — pay follows scarcity.
- Location and working pattern. London and the South East still pay more for many roles, and fractional or part-time CEOs are priced per day rather than on an annual salary.
For a wider view of how executive packages are designed, including bonus deferral, equity and buy-outs of awards forfeited at a previous employer, see our executive compensation guide.
CEO vs Managing Director — How the Titles Relate in the UK
In UK businesses, the Chief Executive Officer and Managing Director titles are frequently used interchangeably, and in law both are executive directors of the company with equivalent duties. In practice, the CEO title is more common in listed businesses, PE-backed companies, and larger organisations with a formal governance structure, while the Managing Director title is more prevalent in privately-owned businesses, family groups, and professional services firms.
Where both titles exist in the same organisation, the MD typically reports to the CEO and carries a more operationally focused brief — often running a specific business unit, geography, or subsidiary — while the CEO holds the group-level accountability. In smaller organisations with only one title, the practical distinction is one of convention rather than substance. The job description should reflect the actual scope of accountability and the reporting line, not simply the title.
For MD recruitment, see our Managing Director recruitment page. For the CEO-COO relationship and how the two roles divide accountability, see our COO job description guide.
The choice of title also affects who applies. Candidates who have run a PE-backed or listed business as CEO may read an “MD” title as a smaller role, and some experienced MDs of owner-managed companies will not see themselves in a “CEO” advert even when the job is the same. If the role is a single top executive with full accountability, choose the title that matches how your market and your target candidates describe it, and make the scope unmistakable in the first paragraph.
CEO vs Managing Director vs COO vs Chair
These four roles are the ones most often confused when a board is deciding what it actually needs. The table sets out the usual position in a UK company; individual businesses vary, and the job description should always describe the role as it will operate in yours.
| CEO | Managing Director | COO | Chair | |
|---|---|---|---|---|
| Core purpose | Leads the whole business; sets direction with the board | Runs the company or a business unit; often the top executive in private firms | Runs day-to-day operations and delivery of the plan | Leads the board and its oversight of management |
| Reports to | The board, through the Chair | The board, or the group CEO where both exist | The CEO | Shareholders, via the board |
| Executive or non-executive | Executive | Executive | Executive | Usually non-executive in larger and listed companies |
| Main focus | Strategy, capital allocation, executive team, investors | Performance, customers and operations of the unit | Process, efficiency, supply chain, service delivery | Board effectiveness, governance, appointing and supporting the CEO |
| Typical time | Full-time (or interim/fractional) | Full-time (or interim/fractional) | Full-time (or interim/fractional) | Part-time, measured in days per month |
| Regulated firms | SMF1 Chief Executive function | SMF1 if the MD is the top executive; otherwise depends on role | May hold SMF24 (Chief Operations function) in firms where it applies | SMF9 Chair of the governing body |
The CEO and MD distinction is covered in more depth in our guide to managing director vs CEO. The split between strategy and operations is the subject of our guide to the difference between a CEO and a COO, and the governance relationship at the top of the company is explained in CEO vs Chairman.
Two combinations cause most of the confusion. The first is a combined Chair and CEO. It is common in founder-owned companies, but for companies reporting against the UK Corporate Governance Code the Code’s position is that the roles of Chair and CEO should not be exercised by the same person, and that a CEO should not go on to become Chair of the same company. The second is a CEO without a COO. In smaller businesses the CEO often covers operations directly; as the business grows, the COO is usually the first role added to free the CEO to work on strategy, investors and the executive team.
Who Does the CEO Report To?
The CEO reports to the board of directors, and specifically to the Chairman in the day-to-day governance relationship. This reporting line is fundamentally different from the intra-executive reporting lines below the CEO — it is a governance accountability, not a management line. The Chairman’s role is to lead the board in its oversight of the CEO, and the CEO’s relationship with the Chairman is the most important governance relationship in the business.
In practice, the effectiveness of this relationship depends on clarity about what is and is not a board decision, how information flows between the executive team and the board, and the degree of trust the Chairman places in the CEO’s judgement on operational matters. A CEO who is required to seek board approval for decisions that should be within their executive discretion will be slow and frustrated. A board that is given insufficient information to exercise genuine oversight is not performing its function. Getting the boundary right is a board design question that should be addressed before the CEO is recruited, not after.
In investor-backed companies the reporting picture is wider. The CEO reports to the board, but the investor director and the fund’s deal team are often the people whose view matters most, and the shareholders’ agreement may require investor consent for decisions such as acquisitions, borrowing, senior hires or budgets. A CEO job description for a portfolio company should say this plainly, because a candidate from a listed or owner-managed background may not have worked under investor consent rights before.
The CEO role by company type
The same job title covers very different jobs. Before writing the brief, be clear which of these your business is, because it changes the skills, the incentives and the candidate pool.
Owner-managed business
In an owner-managed company, the first external CEO is usually being brought in by a founder or owner who has run the business themselves. The real brief is often to professionalise: put in management information, build a leadership team that does not rely on the owner, and prepare the business for growth, investment or an eventual sale. The hardest part of the role is the relationship with the owner, who may stay on the board, remain the majority shareholder and find it difficult to let go. The job description should be explicit about which decisions the owner keeps and which pass to the CEO. Our founder to CEO transition guide covers the handover in detail.
Private equity-backed portfolio company
A portfolio company CEO is hired to deliver an investment case. The value creation plan sets the priorities, the holding period sets the timetable, and the exit sets the reward. Investors usually look for a CEO who has worked under private equity ownership before, understands debt and covenants, can work at the reporting cadence a fund expects and has a credible exit story to tell. The package is weighted towards management equity, and the CEO is normally expected to invest alongside the fund. If you are an investor or portfolio board hiring for this role, see our portfolio company CEO recruitment service.
Listed company
A listed company CEO works within the most formal governance environment: an independent Chair, a board with a majority of independent non-executives, nomination, audit and remuneration committees, a published remuneration policy and continuous disclosure obligations. The role carries a heavy investor relations load, results announcements and public scrutiny of pay and performance. Candidates are assessed on whether they can carry institutional investors and analysts, not just run the business.
FCA-regulated firm (SMF1)
In a firm regulated by the FCA, or dual-regulated by the FCA and the PRA, the person performing the Chief Executive function holds SMF1 under the Senior Managers and Certification Regime. SMF1 is a senior manager function that needs regulatory approval before the individual takes up the role, and the holder carries personal accountability for the areas set out in their Statement of Responsibilities. The firm must be satisfied, and must be able to show the regulator, that the candidate is fit and proper. That changes the search: regulatory history, regulatory references and the time the approval process takes all need to be built into the plan. The regime has been reformed during 2026, with the FCA confirming changes to some approval and certification processes, so check the current position on the FCA’s SM&CR pages before you set a timetable. Our CEO SMF1 guide for FCA-regulated firms explains the approval process and what regulators look for.
Family business
Family businesses add a further layer: the CEO answers to the board but also, in practice, to the family as owners, and sometimes to family members working in the business. A non-family CEO needs to understand the family’s priorities — continuity, legacy, dividends, employment of the next generation — as well as commercial performance. The brief should cover how the family council or shareholders’ meetings interact with the board and whether the role is intended as a bridge to a next-generation leader. Our family business executive hiring guide sets out how to approach these appointments.
Interim, fractional and part-time CEOs
Not every CEO appointment is a permanent full-time hire. There are three main alternatives, and the job description for each looks different.
Interim CEO. An interim CEO is a full-time chief executive engaged for a defined period, usually to cover an unplanned departure, lead a turnaround, stabilise a business after a crisis or hold the role while a permanent search runs. Interim CEOs are typically experienced operators who have done this kind of assignment before and can take decisions from the first week. The brief should be short and specific: what has to be achieved, by when, and what the hand-over to the permanent CEO looks like. In regulated firms, the rules on temporary cover for a senior manager function need to be checked before an interim is put into an SMF1 role.
Fractional CEO. A fractional CEO works for the business on an agreed number of days a week or month, on a continuing basis. The model suits smaller and earlier-stage companies that need senior leadership judgement but cannot justify, or do not yet need, a full-time chief executive. It is also used where a founder wants to stay involved in product or sales but hand over running the company. The job description should set out what the fractional CEO is accountable for, how decisions are made on days they are not in the business, and who leads day to day.
Part-time CEO. A part-time CEO is in effect an employed CEO on reduced hours, for example three or four days a week, often in a smaller business, a charity or a subsidiary. The difference from fractional is mainly contractual: a part-time CEO is usually an employee of one business, while a fractional CEO may work across several clients through their own company.
For a detailed comparison of the first two models, see our guide to fractional CEO vs interim CEO. In investor-backed companies, a private equity interim CEO is a common way to protect value when a portfolio company CEO leaves at short notice.
CEO KPIs and the first 100 days
The objectives in the job description should translate directly into the measures the board uses to judge the CEO. A balanced set usually covers four areas:
- Financial. Revenue growth, gross margin, EBITDA or operating profit, cash generation and return on capital, measured against the agreed budget and plan.
- Strategic. Milestones in the strategic plan: a product launch, market entry, acquisition, integration, refinancing or exit readiness.
- Customer and market. Customer retention, satisfaction, market share or pipeline quality, depending on the business model.
- People and organisation. Executive team stability and quality, engagement survey results, regretted attrition, succession cover for key roles and, in regulated firms, conduct and compliance outcomes.
Keep the list short enough that the CEO and the board remember it. Five to eight measures, agreed at the start of the year and reviewed at each board meeting, is more useful than a long balanced scorecard nobody reads. Where the CEO’s bonus or long-term incentive is linked to performance, the measures in the incentive should be the same as the ones in the objectives.
A practical first 100 days
The first 100 days set the tone for the appointment. A sensible plan, agreed between the Chair and the new CEO before the start date, usually runs in three phases:
- Listen and learn (first month). Meet every member of the board and executive team one to one, the largest customers, the main investors or owners, and a broad cross-section of staff. Review the numbers in detail with the CFO. Identify the immediate risks.
- Assess and decide (second month). Form a view of the executive team, the strategy and the operating model. Agree with the Chair which changes are urgent and which can wait. Deal early with anything that threatens cash, compliance or key customers.
- Set direction (third month). Present an initial assessment and priorities to the board, confirm the objectives and KPIs for the year, and communicate a clear direction to the organisation.
The board’s part matters as much as the CEO’s: a proper induction, access to the information the CEO asks for, and a Chair who makes time for regular conversations. Our executive onboarding guide covers how to set a new executive up to succeed.
CEO interview questions
The best CEO interviews test the outcomes in the job description, not general leadership qualities. Questions boards find useful include:
- Tell us about a business you led through the situation we are facing now. What did you change in the first six months, and what would you do differently?
- Walk us through a capital allocation decision you got wrong. How did you find out, and what did you do?
- How have you built an executive team? Give an example of a senior leader you had to replace, and how you handled it.
- Describe your best and worst relationships with a Chair or investor. What made the difference?
- Having read our numbers, what are the two or three questions you would want answered before accepting the role?
- How would you measure your own success in this role at the end of year one, and year three?
- For regulated firms: how have you discharged personal accountability as a senior manager, and how do you get assurance that the business is operating within its regulatory obligations?
Combine competency interviews with a presentation or case exercise based on the real business, structured referencing with former Chairs and investors, and, where the stakes justify it, a psychometric or leadership assessment. For a fuller list of questions organised by theme, see our CEO interview questions guide.
How to recruit a CEO
A CEO search normally follows the same sequence whatever the size of the business: agree the brief with the board, decide whether the role should be permanent, interim or fractional, map the market, approach and assess candidates, run a structured board interview process, take references and negotiate the offer. For a step-by-step view, read our guide on how to hire a CEO.
The strongest CEO candidates are rarely looking. Most are in role, performing well and approached directly, which is why CEO appointments are usually made through retained executive search rather than advertising. Exec Capital runs CEO search for owner-managed companies, private equity investors and their portfolio companies, family businesses and FCA-regulated firms, and we place Managing Directors as well as CEOs. Every search is run by our specialist team, with Adrian Lawrence FCA overseeing each mandate. If you would like to talk through a CEO or MD appointment, you can contact us or tell us about the hire using the form linked below.
Frequently asked questions
What should a CEO job description include?
The organisation and its ownership, the reporting line to the board, direct reports, the purpose of the role, key responsibilities, the outcomes expected in the first one to two years, the person specification and the package structure. The outcomes are the part most often missed and the part candidates value most.
Is a CEO the same as a managing director?
Often, in practice. Both are executive directors with the same legal duties. CEO is more common in larger, investor-backed and listed companies; MD is more common in private and family businesses. Where both exist, the MD usually runs a business unit and reports to the CEO.
Does a CEO have to be a director of the company?
No. “CEO” is a job title, not a statutory office, so a company could have a CEO who is not on the board. In practice most UK CEOs are appointed as executive directors, which means they owe the general duties set out in the Companies Act 2006.
Who does the CEO report to?
The board, with the Chair leading that relationship. In investor-backed companies the shareholders’ agreement may also give the investor consent rights over major decisions.
Can the CEO also be the Chair?
It is legally possible and common in owner-managed companies. For companies reporting against the UK Corporate Governance Code, the Code says the two roles should not be held by the same person.
How much does a CEO earn in the UK?
It depends on company size, ownership, sector, situation and whether the business is regulated. Listed company pay is published in annual reports; private company pay is negotiated individually. Our CEO salary guide sets out the ranges by type of business.
What is an SMF1?
SMF1 is the Chief Executive function under the Senior Managers and Certification Regime. In FCA- and PRA-regulated firms, the person who performs it must be approved by the regulator and carries personal accountability for their areas of responsibility.
What is the difference between an interim, fractional and part-time CEO?
An interim CEO works full-time for a fixed period. A fractional CEO works an agreed number of days on a continuing basis, often for more than one business. A part-time CEO is usually an employee of one business on reduced hours.
How is a CEO’s performance measured?
Against objectives agreed with the board, typically covering financial results, strategic milestones, customer measures and the strength of the organisation and executive team. The board reviews progress at each meeting and formally at least once a year.
Should we plan CEO succession before we need it?
Yes. An unplanned CEO departure is one of the biggest risks a board carries. Identify internal candidates, agree an emergency cover plan and review it regularly. Our CEO succession planning guide explains how.
Recruiting a Chief Executive Officer?
Exec Capital helps boards and investors build the CEO brief properly, then finds permanent, interim and fractional CEOs and Managing Directors across the UK.
Related CEO Search Services
Exec Capital places CEOs and Managing Directors on permanent, interim and fractional terms across the UK. Every search is run by our specialist team, with Adrian Lawrence FCA overseeing each mandate.
PRACTICE AREA
CEO & MD Search
Permanent chief executive and managing director appointments, with the brief agreed by the board before candidates are approached.
PRACTICE AREA
Interim & Fractional CEO
Full-time interim chief executives for defined mandates, and fractional CEOs on an agreed number of days.
PRACTICE AREA
Private Equity
CEOs for portfolio companies built around the value creation plan, plus interim cover when a CEO leaves at short notice.
PRACTICE AREA
Regulated Firms & Board
SMF1 chief executives and board chairs for FCA- and PRA-regulated firms, with approval built into the timetable.
Every search is run by our specialist team, with Adrian Lawrence FCA overseeing each mandate.
About the author
Adrian Lawrence FCA is the founder of Exec Capital. He is a Chartered Accountant holding an ICAEW practising certificate in his own name, with more than 25 years’ experience operating at C-suite level. His background spans private equity-backed businesses, owner-managed companies and listed environments, giving Exec Capital a practitioner’s understanding of what senior leadership hires actually require. View Adrian’s ICAEW profile.