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Elect James Sherwin-Smith to represent Nationwide building society members

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Nationwide: pay us like us bankers – just don’t hold us accountable like bankers

Kalyeena Makortoff, writing in The Guardian today, has highlighted Nationwide’s blatant double standard when it comes to executive pay.

Nationwide is arguing that its executives should be paid in a comparable way to executives at large UK banks, but as Nationwide is a building society, members should not be granted a binding vote on the remuneration policy (as is the case at large UK banks).

Many members would baulk at the idea that a mutual society CEO should have the opportunity to earn £6.9m in a single year (a recent subject of Private Eye’s number crunching). Nationwide’s CEO is already the most highly paid building society CEO in history.

Some members may even be motivated to vote AGAINST the remuneration report and remuneration policy at (or ahead of) the upcoming AGM. However, these votes are advisory and non-binding i.e. the board and society can choose to ignore these.

The Guardian article neatly portrays Nationwide as a building society taking advantage of a loophole. Rather than acting like a mutual society, and in the interests of fairness, by putting remuneration to a binding vote of its owner-members, the society instead is arguing that as it’s not a listed company, and has no shareholders, it’s not required (by law) to offer members a binding vote. So instead of doing the right (i.e. moral) thing, it side-steps it. The double-standard is astonishing. Nationwide is effectively saying “we’re not a bank, but pay us like bankers – just don’t hold us accountable like bankers.”

Nationwide is effectively saying “we’re not a bank, but pay us like bankers – just don’t hold us accountable like bankers.”

James SHerwin-Smith, james4nationwide.co.uk

Questions members may want to consider before voting, or ask at the AGM

I also have to question why Nationwide’s board thinks that its executive should be paid in a comparable manner to those working at shareholder-owned banks. For example:

  1. £6.9M for the CEO is 280x what a junior employee is paid. How is this appropriate?
  2. Nationwide is not listed, so the executive management task is lower, and the individuals are less accountable (remuneration votes are non-binding). Why should executives be paid similarly to a listed company?
  3. Nationwide is building society, and as such it is a much simpler and less risky business than a bank e.g. it does no/very little wholesale, corporate or investment banking (and nor should it). Why should executives be rewarded similarly to more complex and riskier banks?
  4. Nationwide is a mutual. Why are performance benefits not accruing to members rather than executives?

The Quick Vote props up the approval rate

Note that Nationwide has offered an advisory vote on remuneration since 2003. It instigated the Quick Vote in 2006 (which encourages members to give their vote to the chair). The approval rate immediately jumped from <75% the year before to almost 95%, and has remained >90% most of the time.

Since the Quick Vote was introduced, member turnout has been in decline

Note that since the introduction of the Quick Vote in 2006, despite increasing membership, the number of members that turn out to vote has been in long term decline. Why vote when the board is almost guaranteed to get its way? See Nationwide AGM 2025: the illusion of governance and the futility of membership for more.

Nationwide AGM 2025: the illusion of governance and the futility of membership

With 17 million Nationwide building society members eligible to vote, more than some sovereign countries, the “modern” mutual’s 2025 AGM should be a leading example of democracy and corporate governance in action. 

Instead the largest building society in the world exhibits contempt for its members by acting in an exclusive and autocratic manner. The outcome is largely a foregone conclusion: very few members attend the AGM, and voting turnout runs at 4% (of which 95% vote in favour). Monitors would classify such a general election result as more befitting an authoritarian, rather than democratic, regime.

Leadership can only be challenged once a year, at an inconvenient time, in a highly stage-managed, virtual environment.

Nationwide holds its Annual General Meeting mid-morning, mid-week, and at the start of the summer holidays. This prevents nearly all members from participating. Most mutuals choose venues, dates and times that raise engagement, not restrict it.

Nationwide is the only building society to operate a virtual-only AGM. The legality of such practice has been called into question by the Financial Reporting Council, while the government has called for a review. Meanwhile every other of the 41 building societies in the UK allow members to attend their AGM in-person. Some also include the option of joining online.

Nationwide instead chooses to: contribute to digital exclusion by denying attendance by those without the necessary skill or technology; employs a Q&A process that means questions can be filtered, screened from view or simply ignored completely; and effectively prohibits members from meeting and interacting with fellow members.

Alternative views are not tolerated.

Nationwide resisted a call for a vote on Virgin Money, the largest acquisition in its history, contrary to the spirit of the law. Nationwide opaquely deems member nominations for their own candidate as invalid or ineligible. Nationwide objects to applications to the FCA to access the member register (a statutory right). Nationwide refuses to allow members to submit nominations or resolutions through digital means (a particular double standard given its investments in technology, support for a virtual-only AGM and electronic voting).

There are no alternative candidates or resolutions on the ballot as a result. So instead of being able to vote FOR an alternative to the board’s recommendations, if you disagree, all you can do is vote AGAINST.

Voting outcomes are skewed by the “quick vote”.

Nationwide employs a prominent, and much criticised, “quick vote” option that makes passing initiatives that are not supported by the board almost impossible. It appears at the top of the paper ballots, and is the first option for electronic ballots (where selecting it makes all other options disappear). Over 80% of members choose to quick-vote, handing considerable power to the chair in support of the board’s recommendations. As a result, approval rates run at 95% or higher.

Even if members were to overcome the inherent bias of the quick vote, some agenda items (e.g. executive remuneration) are non-binding.

Less than 0.002% members attend the AGM. Turnout is just 4% (of which 95%+ vote in favour of the board’s recommendations).

Nationwide argues that this low level of participation is a good sign: members are perceived as mostly content with the status quo. 

The alternative argument is that members recognise their participation is futile: the deck is so stacked against them having their say that turning up to the AGM or voting is a pointless, illusory exercise in governance. 

Nationwide’s management and board pursue their agenda unchecked.

Members’ voices aren’t well represented and can be easily ignored or dismissed. Big decisions can be pushed through unchallenged. Adverse outcomes can materialise without consequence or accountability for the individuals responsible.

As the emphasis of the building society continues to shift towards ‘banking’, it gets harder to see the distinction between the verb and the noun — despite expensive, poorly-executed representations to the contrary.

The board meanwhile supports management in its quest: an expensive and unpopular acquisition, increasing executive pay and growing margins rather than passing on the benefit to all members (“fairer share” payments to a minority of members could be argued to more closely resemble distracting bribes than an equitable distribution of mutual profits). 

Take action: Nominate a candidate to represent your views.

James Sherwin-Smith is seeking nominations from eligible members to represent member views at a board level. Nominate James today so that there is at least one member nominated candidate on the ballot next year.

“Have your say”: Vote AGAINST all measures.  

In the meantime, with no alternatives available to vote for on the ballot, make your voice heard by registering your protest. Reject the quick vote option and instead vote AGAINST all ballot entries.

FT article: What does it mean to be a building society member?

I am grateful to Akila Quinio who quoted me in this Financial Times piece published today regarding Building Society membership: What does it mean to be a building society member? (2 August 2024)

She asked me three questions given I am running for election to the board of Nationwide: my full answers are below.


If you’d like to support my candidacy, it’s a 3 minute task to complete a one page nomination form.

1. What are the benefits of being a member?

The mutual structure means that as a member you are a customer and an owner of the society – there are no shareholders. Membership therefore means the society should be solely focused on delivering the best outcomes for members in terms of the products and services it offers, and members have the opportunity to determine how the society is run and governed. Mutuals are an important competitive force and are a check and balance on the shareholder-owned financial services industry. (See separate article on this topic: “Why mutuals matter“.).

2. How much power does it give you?

Membership power is limited to what is enshrined in the memorandum and rules of the society, and to what is protected by law, primarily under the Building Societies Act (1986). In theory, members can change the rules of their society, call and attend general meetings, propose and vote on resolutions, nominate and elect board members. Over time, the democratic power of the mutual “one member, one vote” governance model has been steadily eroded (See how voting at the Nationwide building society has changed over time: “Why I believe access to the register is needed.”)

3. And are there any drawbacks?

The degree of influence that the membership has on society affairs is dependent on how active the membership is – if members are passive, and don’t exercise their powers, the organisation becomes increasingly autocratic. Take the recent Nationwide AGM as an example. There were no alternative member proposed resolutions or alternative board candidates. Voting turnout was less than 4%, and all but one of the resolutions and re-elections were approved at 95% or higher.

If Nationwide was a country (and with 16 million members eligible to vote, it has that scale), that election setup and result would be cause for alarm to any casual observer.


This is why I am seeking nominations from fellow members to stand for election as a director of Nationwide. I want to breathe more life into the membership model – with more members actively engaged. Nationwide is and should remain a mutual that is members owned, but it should also be run and governed accordingly. This is important for Nationwide, but also for the benefit of everyone in the UK, given its position as the largest mutual and the second largest mortgage provider.

A healthy, engaging and competitive Nationwide means better banking for all.

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