Nationwide should give its boardroom challenger a fair run

James Sherwin-Smith, who is aiming to become the first customer to be voted onto the board of Nationwide in nearly 25 years, deserves top marks for perseverance. A year ago his attempt to get his name on the ballot paper was stymied, or so it seemed, by data protection rules and so forth. This time, he has the necessary 250 nominations to be a candidate at the July annual meeting.

It is a development to welcome. As argued here a year ago, there is something of a democracy deficit at Nationwide. While the UK’s most important mutually-owned society understandably milks the fact it does not have to answer to beastly shareholders, ownership by the members does not always translate into giving those members a real voice in how the place is run.

When Nationwide bought Virgin Money for £2.9bn in 2024 there was no poll of members, even though a publicly-listed bank would have to win formal approval from its shareholders to increase the size of its balance sheet by a third. Nationwide argued its hands were tied by the 1986 Building Societies Act, which was legally accurate, but it was not a good look.

Equally, it is perverse that Nationwide does not give its members a binding vote on boardroom pay. When the chief executive has the potential to earn up to £7m a year, a very bankerly rate of remuneration, it really ought to ensure the members are OK with the approach, which implies a vote with teeth rather than an advisory version.

Sherwin-Smith, note, does not come across as a one-dimensional rabble-rouser. He’s a former executive in the world of payment systems and presents himself as a critical friend of Nationwide. His manifesto, as it were, contains such non-radical ideas as “improving transparency” and helping to ensure the benefits of mutual ownership are “balanced”, a nod to the perpetual internal debate over the virtues of “fairer share” cash loyalty payments v keener pricing of savings and mortgage products. On the face of it, he may have something to contribute to boardroom discussion.

Is it possible that Nationwide’s board might even endorse Sherwin-Smith’s candidacy? That feels unlikely. But the building society should be careful to allow him a fair run.

Another contentious aspect of voting at Nationwide is its use of a “quick vote” electronic system that allows members to tick a single box in favour of all the board’s recommendations. The claimed justification is greater engagement and a higher turnout. But the potential for such a set-up to squash an outsider’s election chances is obvious: nobody has to use the quick system, but in practice the board starts with a chunk of the votes in its back pocket.

In the circumstances, it would be the best way to keep things simple and suspend the “quick vote” system for this year’s meeting. If the board wants to oppose Sherwin-Smith, which it is perfectly entitled to do, it should make its case openly for why it considers him unsuitable or not needed.

Whatever its recommendation, the board has reasons to be confident of prevailing in the end. Nationwide is a high-performing organisation that scores well, year after year, in surveys of customer satisfaction. It should not need to use a loaded voting system.