FCA declines investigation into Nationwide election complaint despite confirming Member democracy falls within its remit (Press release)

FOR IMMEDIATE RELEASE

Candidate seeks clarification from FCA on whether regulator considers Nationwide complied with the Building Societies Act as voting continues

20 June 2026, LONDON — James Sherwin-Smith, the first Member Nominated Candidate to stand for election to the Board of Nationwide Building Society in more than twenty years, has today confirmed that the Financial Conduct Authority (FCA) has decided not to open an enforcement investigation into his complaint concerning changes made by Nationwide to his Election Address before it was distributed to Members.

Sherwin-Smith had asked the FCA to investigate whether Nationwide complied with Section 61 of the Building Societies Act 1986 after the Society removed two references to his campaign website and a QR code from the Election Address he submitted on 30 March 2026.

In its response, the FCA stated that it had carefully considered the information provided but had decided not to refer the complaint for investigation, citing its published criteria for opening investigations, including regulatory priorities, seriousness of the alleged misconduct, potential harm and the effective use of regulatory resources.

The decision comes shortly after the FCA wrote to Navendu Mishra MP, confirming that concerns relating to Nationwide’s AGM voting arrangements fall within its role as registering authority under the Building Societies Act.

In that letter, the FCA states:

“Democratic member control is an important element of the society model. A society is required to operate strictly within its own rules and in accordance with the Act.”

The FCA also confirms:

“We can and often do act where there has been a breach of mutuals legislation. The concerns raised here would fall into that remit.”

Following receipt of the FCA’s decision, Sherwin-Smith has written to the regulator seeking clarification as to whether its decision represents a conclusion that Nationwide complied with Section 61 of the Building Societies Act 1986, or simply a decision that the complaint does not meet the FCA’s threshold for opening an enforcement investigation.

At the time of publication, he has not yet received a response.

Commenting today, James Sherwin-Smith said:

“I respect the FCA’s decision and appreciate the careful consideration it has given to the material I submitted.”

“However, I believe there is an important distinction between deciding not to investigate a complaint and determining whether a building society has complied with the law.”

“That is why I have asked the FCA to clarify whether it considers Nationwide complied with Section 61 of the Building Societies Act, or whether it has simply decided that this case does not justify the use of its enforcement powers.”

Voting in Nationwide’s AGM remains underway and closes at 10:30am on Monday 13 July 2026.

Sherwin-Smith said the timing remains significant.

“Every day that passes, more Members cast their votes using the materials distributed by the Society.”

“Whatever the outcome of my correspondence with the FCA, this election is taking place now.”

“That is why I believed it was important to raise these issues before voting concluded.”

The complaint follows Nationwide’s decision to remove two references to “Learn more at James4Nationwide.co.uk” and a QR code from Sherwin-Smith’s submitted Election Address, while refusing his request to add a short statement explaining that Members wishing to support his candidacy to “DO NOT USE THE QUICK VOTE” mechanism after the Board decided to recommend Members vote against his election.

Sherwin-Smith has also published historical Nationwide AGM materials from 2003 showing that previous Member Nominated Candidates were permitted to include within their Election Addresses:

• website addresses;
• email addresses;
• postal addresses; and
• a telephone number.

Commenting further, he said:

“This has never really been about a website address or a QR code.”

“The wider issue is how much control the Board of a Member-owned organisation should exercise over the information Members receive from independent candidates seeking Election to its Board.”

“Nationwide frequently speaks about fairness, transparency and being a force for mutual good.”

“I hope this election prompts a wider discussion about how Member democracy should operate in Britain’s mutual sector.”

“I urge Parliament and the Financial Conduct Authority to immediately review outdated frameworks, ensuring large mutuals remain genuinely member-owned, member-governed and accountable.”

Sherwin-Smith confirmed that he will continue publishing correspondence and supporting documents so that Members, journalists, Parliamentarians and governance experts can examine the evidence and draw their own conclusions.

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Notes to editors

• James Sherwin-Smith is the first Member Nominated Candidate to stand for election to the Board of Nationwide Building Society in more than twenty years.
• On 30 March 2026 he submitted his Election Address in accordance with Section 61 of the Building Societies Act 1986.
• Nationwide subsequently removed two website references and a QR code before distributing the Election Address to Members.
• Sherwin-Smith asked the FCA to investigate whether the Society had complied with Section 61.
• The FCA has informed him that it “will not be referring this complaint for investigation.”
• In separate correspondence to Navendu Mishra MP, the FCA has stated that concerns relating to Nationwide’s AGM voting arrangements fall within its role as registering authority under the Building Societies Act and that “Democratic member control is an important element of the society model.”
• Sherwin-Smith has asked the FCA to clarify whether its decision not to investigate represents a conclusion that Nationwide complied with Section 61, or simply a decision not to open an enforcement investigation. At the time of publication, no response has been received.
• Advanced voting instructions ahead of Nationwide’s 2026 AGM must be delivered to Civica Election Services by 10:30am on Monday 13th July 2026.
• Nationwide Members can also vote at the virtual-only AGM, starting 11am on Wednesday 15th July 2026.

Links

• Dominic Cashman, FCA response to Navendu Mishra MP – MC2026_01243 (FCA)
• Email correspondence between JSS, FCA, NBS (James4Nationwide)
• Press release (11 June 2026): Member Nominated Candidate calls on FCA to review election fairness ahead of 2026 AGM voting form distribution (James4Nationwide)
• Guide to Voting 2003 (Nationwide)
• Investigation opening criteria (FCA)

Media enquiries

James Sherwin-Smith
Member Nominated Candidate for Election to the Board of Nationwide Building Society
📞 07359-225-554
🌐 James4Nationwide.co.uk/media-centre

ENDS