FCA Regulated Board Governance
NED Capital places INEDs and non-executive chairs for FCA-authorised and PRA-regulated financial services firms — from banks and insurers to asset managers, fintechs and investment trusts. Every appointment is governed through the SMCR framework.
Adrian Lawrence FCA — Founder, NED Capital
Fellow of the ICAEW | Holds an ICAEW practising certificate in his own name | Sister practice of FD Capital
NED Capital sits within a group that places across the full SMCR ecosystem. FD Capital places the executive compliance SMF functions — SMF16 (Compliance Oversight), SMF17 (MLRO), SMF18 (CASS Operational Oversight) and related financial crime and regulatory roles. Exec Capital places the executive approval-tier SMFs — SMF1 (CEO), SMF2 (CFO equivalent) and other C-suite designations. NED Capital places the governance-tier SMFs — SMF9 through SMF14 — that are the specific domain of independent non-executive directors and chairs. Adrian Lawrence FCA leads every NED Capital regulated firm appointment personally, assessing SMCR suitability and independence before shortlisting.
The NED-Tier SMF Designations
Every INED appointment to a regulated firm board requires notification to the FCA — and, for dual-regulated firms, to the PRA — via Form A before the individual takes up their function. The six Senior Manager Functions applicable to independent non-executive directors each carry specific personal regulatory accountability. Select a designation to see our dedicated service page:
SMF9
Non-Executive Chair
Chair of the Governing Body — the most senior INED designation. Personal accountability for the board’s governance effectiveness and regulatory compliance at board level.
SMF10
Risk Committee Chair
Chair of the Risk Committee — accountable for the board’s risk oversight function, risk appetite framework and oversight of the Chief Risk Officer.
SMF11
Audit Committee Chair
Chair of the Audit Committee — accountable for financial reporting integrity, the external audit relationship and the internal audit function in regulated firms.
SMF12
Remuneration Committee Chair
Chair of the Remuneration Committee — accountable for the firm’s remuneration framework and compliance with the applicable remuneration code. Covered on our INED appointments overview page.
SMF13
Nominations Committee Chair
Chair of the Nominations Committee — accountable for board composition governance and the annual fitness and propriety assessment of SMF holders. Covered on our INED appointments overview page.
SMF14
Senior Independent Director
The designated SID in a regulated firm — providing the independent escalation route for shareholders and the regulator, and leading the chair’s annual performance evaluation.
Regulated Firm Types — Our Service Pages
The SMCR framework applies across all FCA-authorised and PRA-regulated firm types, but the specific governance requirements, supervisory expectations and INED candidate profiles differ significantly by firm type. Our sector-specific regulated firm pages cover:
Financial Services NED Recruitment →
Banks, insurers, asset managers, wealth managers, consumer credit firms and payment institutions. Full SMCR overview, Consumer Duty governance, Form A process and fee benchmarks.
E-money institutions, payment firms, digital banks, BNPL providers, cryptoasset businesses and wealthtech platforms. SMCR in a growth equity and technology governance context.
Investment Trust Board Appointments →
Closed-ended investment companies and listed funds. All-NED board governance, AIC Code, discount management and investment manager oversight.
Independent non-executive director appointments across all regulated sectors. SMCR pre-screening, independence assessment and Form A support.
Full overview of all six NED-tier SMF designations, fit and proper requirements, FCA/PRA independence criteria and our regulatory pre-screening process.
ESG committee chairs and sustainability governance NEDs for regulated firms with TCFD, UK SDR and FCA anti-greenwashing compliance requirements.
The SMCR in the Context of the Three-Brand Group
The SMCR creates a continuous governance chain from the firm’s executive management through to its board governance. NED Capital’s parent group — which also includes FD Capital and Exec Capital — covers this chain in full, with each brand specialising in a specific tier of SMCR designation.
Our Regulated Firm INED Search Process
NED Capital’s process for regulated firm INED appointments differs from standard NED search in three specific ways. First, we integrate SMCR assessment into the search from brief stage — confirming the required SMF designation(s), assessing the independence and fit and proper criteria applicable to the specific firm type and screening every candidate against those criteria before approaching them. Second, we pre-screen for regulatory history — candidates with prior FCA or overseas regulatory engagement that could affect the fit and proper assessment are identified before shortlisting rather than after offer. Third, we support the Form A notification — advising on the submission documentation and on the narrative that most effectively demonstrates the candidate’s competence and capability for the specific SMF designation.
We maintain active relationships with candidates across the regulated INED market — former senior regulators, experienced financial services INEDs with existing SMF designations and finance professionals qualified to serve on regulated firm audit committees. For most regulated firm INED mandates, we can deliver an initial shortlist within two to three weeks of mandate acceptance.
FCA Regulated Firm INED Search
Call 0203 137 2496 or email recruitment@nedcapital.co.uk to discuss a regulated firm INED or chair appointment. Tell us the firm type, the SMF designation required and any supervisory relationship context. Adrian Lawrence FCA leads every search personally. Shortlists typically within two to three weeks.
NED Capital | Sister practice of FD Capital | ICAEW practising certificate held by Adrian Lawrence FCA