A survey on the compensation of independent non-executive directors at Hong Kong-listed companies in 2025 has been released. The findings indicate that the industry a company belongs to significantly influences director pay, with the financial services sector emerging as the highest-paying field. In contrast, the information technology and industrial sectors offer comparatively lower remuneration.
A small number of independent directors in Hong Kong earn far above the market average. The top five highest-paid individuals receive annual compensation ranging from HK$2.92 million to HK$12.97 million. The highest figure is approximately 50 times the industry's average pay. Conversely, the lowest-paid director earns an annual salary of just 6,000 yuan. The other four lowest-paid directors receive HK$12,000 or less annually. This results in the highest-paid director earning about 2,040 times more than the lowest-paid.
Data shows there are approximately 6,722 independent non-executive directors holding a total of 8,442 such positions in the market. On average, each listed company has about 3.2 independent directors. In 2024, six individuals served as independent directors for seven or more listed companies simultaneously.
Regarding compensation, the average annual pay for independent non-executive directors at Main Board-listed companies in Hong Kong for 2024 was HK$269,697, with a median of HK$212,020. For companies listed on the Growth Enterprise Market (GEM), the average annual remuneration was HK$132,976, roughly half of the Main Board level.
Pay disparities are significant across companies of different market capitalizations. The average compensation at large companies with a market cap exceeding HK$50 billion is nearly three times that of micro-cap companies valued under HK$2 billion. Differences across industries are also pronounced. The financial services sector leads with an average pay of HK$339,832, which is about 60% higher than the HK$213,890 average in the information technology sector.
It was suggested that IT companies looking to attract director talent and improve compensation packages could consider models like share options. For IT firms with limited capital that cannot currently offer high cash salaries, utilizing share options could be a way to attract high-quality independent directors.
In terms of demographics, the average age of independent directors in 2024 was 57.95 years, a decrease of 1.28 years compared to 2023, indicating a trend towards a younger age structure. While the director population is generally older, with the oldest being 94, the youngest is 25 years old.
Commenting on the case of the director earning only 6,000 yuan annually, it was noted that the specific circumstances are difficult to ascertain. Such low compensation might be related to poor company profitability and low payment capacity. Director pay is influenced by a combination of macro factors like market cap and industry, as well as micro factors such as professional expertise and role scarcity. There is no uniform standard, and some directors even serve without pay.
Regarding the impact of new regulations for independent directors, it was stated that the rules have increased workload requirements in areas like internal control and risk management. Mandatory director training now includes five specific themes, and new board performance evaluation requirements have been added. It is estimated that these changes could increase the workload or time commitment for directors by 10% to 20%.
In response to the increased workload, it has been communicated to listed companies that a review of compensation is necessary. However, there is no specific expectation for a raise percentage yet, as full-year statistical data is currently lacking and objective market data is needed for negotiations.
This year's comprehensive survey covered 2,637 listed companies in the Hong Kong stock market, comprising 2,307 Main Board and 330 GEM listings. The use of artificial intelligence technology significantly reduced processing time and expanded the number of surveyed companies compared to traditional manual methods. More importantly, it corrected data biases inherent in previous sampling surveys for the first time, greatly improving the accuracy of the research conclusions.
As a core element of corporate governance, the independence and professionalism of independent directors are crucial for protecting the rights of minority shareholders and overseeing corporate governance standards. Driven by regulatory requirements and career development needs, their compensation structures and board composition are receiving increasing attention. This research aims to enhance transparency in the governance of listed companies and promote the long-term healthy development of corporate governance in the capital markets.