Non-Executive Director Recruitment Agency

Non-Executive Director Recruitment Agency

NED Capital is a specialist non-executive director recruitment agency serving private companies, PE-backed businesses, AIM and main market listed companies, charities, housing associations and public sector organisations across the UK. We run rigorous, research-led board searches — identifying, assessing and presenting experienced non-executive directors against a defined brief, typically delivering a shortlist within two to three weeks of mandate acceptance.

Adrian Lawrence FCA, founder of NED Capital and a Fellow of the ICAEW, personally oversees every NED search mandate. Our network spans listed company directors, PE-backed operating executives, senior charity trustees, housing association board members and public sector leaders — candidates with genuine board-level experience, not executives making a first transition into a non-executive role. NED Capital is a sister practice of FD Capital, the UK’s leading fractional and interim finance director recruitment firm.

Call 0203 137 2496 or email recruitment@nedcapital.co.uk. Shortlists typically delivered within two to three weeks.

What Makes NED Capital Different

Most executive search firms treat NED appointments as a secondary service — an extension of their senior executive practice, using the same database and the same process. NED Capital was founded specifically because board-level appointments require a different approach. Non-executive directors are not senior employees; they are independent advisers whose value lies in their objectivity, their external perspective and the credibility they bring to a board. Finding the right NED means accessing a different candidate pool, applying different assessment criteria and working within governance standards that are specific to non-executive roles.

Our NED candidate network is built from individuals who already hold or have recently held non-executive, trustee or advisory board positions — not executives who are simply considering a first board role. Where a first-time NED appointment is appropriate, such as a founder-led business making its inaugural board appointment, we are explicit about that distinction and manage expectations accordingly. We do not present a first-time NED candidate as an equivalent to a director with five board mandates already completed.

Every search is led by Adrian Lawrence FCA. There are no junior consultants running mandates independently. Candidate assessments include a structured competency interview against the specific brief, reference verification and, where required, governance code independence assessment — critical for premium-listed companies, AIM-listed businesses and FCA-regulated organisations where independence criteria are defined in the applicable governance code.

NED Capital also operates differently from generalist recruitment agencies in how we source candidates. We do not post NED roles on job boards and wait for applications. Board-level searches are conducted on a retained, research-led basis. Every candidate we present is known to us directly or through a verified referral within our NED network. This approach is slower than application-based sourcing but produces materially better shortlists — candidates who are selectively available and genuinely interested in the specific mandate, rather than candidates who are actively circulating their CVs.

Our NED Recruitment Process

1. Brief and board assessment — We begin with a structured conversation with the chair or chief executive to understand the current board composition, the strategic context and the specific skills gap the NED appointment is intended to fill. We also assess the relevant governance requirements — QCA Code for AIM companies, FRC UK Corporate Governance Code for premium-listed companies, FCA Senior Managers and Certification Regime for regulated businesses, or Charity Commission trustee standards for charities and housing associations.

2. Research and longlist — Our research team builds a targeted longlist from our active NED network, supplemented by direct market research into relevant sectors and organisations. Every candidate on the longlist is assessed for independence, time availability, absence of conflicts of interest and alignment with the specific brief before being approached.

3. Candidate assessment — Longlisted candidates are interviewed by Adrian Lawrence FCA against the brief. Assessments cover board-level experience depth, sector knowledge, governance code independence status, time availability and cultural compatibility with the existing board. We also conduct an initial conflicts check at this stage, covering existing board mandates and shareholder relationships.

4. Shortlist presentation — We present a shortlist of three to five candidates, each with a detailed written profile covering relevant board experience, specific skills match, independence assessment and our recommendation on fit. Shortlists are typically delivered within two to three weeks of mandate acceptance.

5. Client interviews and appointment — We support the client interview process, coordinate availability, provide reference verification for the preferred candidate and assist with offer discussion and appointment letter drafting where required. We provide a free replacement guarantee on every permanent NED placement within the first twelve months.

Types of NED We Place

Independent non-executive directors for private, PE-backed and listed companies — typically brought in to provide independent oversight, challenge management and satisfy governance code requirements. For listed companies on the main market or AIM, we assess candidates against FRC or QCA independence criteria as part of the search process, ensuring the appointed NED satisfies the formal independence tests before presentation.

Non-executive chairs — senior board appointments for businesses seeking an experienced chair to lead the board, manage the relationship between the executive team and investors, and provide governance-level strategic direction. PE-backed and founder-led businesses represent the most common mandate type for chair searches. The chair search requires a different candidate profile to a standard NED — we run these as separate, specifically structured mandates.

Finance-qualified trustees and audit committee chairs — for charities, housing associations and public sector bodies requiring board members with specific finance, audit or risk governance experience. We work with organisations across a wide range of income sizes, from small charities seeking their first finance-qualified trustee to housing associations with complex governance structures and regulated entities.

PE board NEDs — independent non-executive directors for private equity-backed portfolio companies, sourced from our network of experienced PE operating executives, sector specialists and former portfolio company chairs. We place NEDs at all stages of the PE ownership cycle: pre-investment governance preparation, growth phase oversight and exit readiness. PE-specific NED searches require candidates who understand value creation plans, investor reporting expectations and the particular dynamics of the PE board environment.

Senior independent directors — for listed companies requiring an SID to act as a sounding board for the chair and as a point of contact for shareholders who have concerns that cannot be resolved through the normal chair or executive channels. SID searches require candidates with premium-listed or AIM board experience and comfort operating in a public company governance environment.

FCA approved persons and SMCR non-executive directors — for regulated financial services businesses requiring NED appointments that satisfy FCA Senior Managers and Certification Regime requirements. We assess candidates’ familiarity with relevant SMF designations, their ability to satisfy the FCA’s fit and proper requirements and their experience of operating within FCA-regulated board environments before presenting for interview.

Sectors We Cover

NED Capital places non-executive directors across a broad range of sectors. The most active search areas in our current mandate pipeline include technology and SaaS businesses, financial services and fintech, healthcare and life sciences, professional services, manufacturing, retail and e-commerce, energy and renewables, housing associations and social housing providers, charities and not-for-profit organisations, and AIM-listed companies across multiple sectors.

For sector-specific NED searches, we draw on our network of directors with directly relevant sector experience rather than presenting generalist board candidates. A technology company seeking a NED with current SaaS operating experience requires a different candidate to a housing association seeking a NED with social housing governance knowledge. We structure every search around the specific sector expertise required, not around which candidates are most readily available in our database at any given time.

We also work with organisations undergoing significant transition — businesses preparing for a management buyout, companies approaching a PE raise or exit, AIM companies seeking to strengthen their board ahead of a secondary listing, and charities or housing associations responding to regulatory governance requirements. Transition-phase NED searches require candidates who are comfortable with the specific governance and commercial challenges of that transition, and who have navigated similar processes previously as a board director.

NED Fee Benchmarks

Non-executive director fees vary significantly by company size, sector, governance complexity and the specific responsibilities of the role. As a general guide based on current UK market data:

Private companies (turnover £5m–£50m): £10,000–£35,000 per annum, typically for three to five board meetings per year plus committee work and preparation time. First NED appointments at the lower end of this range; experienced sector specialists and NEDs taking on committee chair responsibilities at the higher end.

PE-backed businesses: £25,000–£60,000 per annum for independent NEDs, often including a modest equity component or management equity plan participation in addition to the cash fee. Fee levels reflect the greater time commitment and commercial intensity of the PE governance environment. Chair fees typically run at 1.5–2x the standard NED fee.

AIM-listed companies: £35,000–£60,000 per annum for standard NED roles; £50,000–£85,000 for audit or remuneration committee chairs. Main market premium-listed companies operate at materially higher levels. SID roles typically attract an additional fee of £5,000–£15,000 per annum above the standard NED fee.

Charities and housing associations: Most trustee and NED roles in the pure charity sector are unremunerated under Charity Commission guidelines, though housing associations increasingly pay modest fees — typically £5,000–£18,000 per annum — for board members with specific finance, legal, development or regulatory expertise. Payment of charity trustee fees requires specific Charity Commission authorisation.

Our recruitment fee is charged as a percentage of the agreed annual NED fee and is payable on appointment. We provide a clear, fixed fee proposal as part of our initial engagement letter with no hidden costs.

Governance Standards We Work Within

Non-executive director appointments in the UK operate within a well-established governance framework. The principal standards that NED Capital applies in assessing candidates and advising clients include:

UK Corporate Governance Code — Financial Reporting Council. The principal governance standard for premium-listed UK companies, setting out specific requirements for board composition, NED independence, audit and remuneration committee structure, and board effectiveness reviews.

QCA Corporate Governance Code — Quoted Companies Alliance. The governance standard for AIM and growth market companies, which sets out specific NED independence requirements and board composition guidance applicable to smaller listed businesses.

Role of the Non-Executive Director — Institute of Directors. Guidance on NED responsibilities, independence and board effectiveness applicable across company types and ownership structures.

Charity Commission — Trustee Guidance — Official guidance on trustee and NED roles within charitable organisations, covering duties, liabilities, remuneration and governance expectations under charity law.

FCA Senior Managers and Certification Regime — Requirements for NED appointments in regulated financial services firms, covering SMF9 (Chair of Governing Body), SMF12 (Chair of Nominations Committee), SMF13 (Chair of Audit Committee) and SMF14 (Chair of Risk Committee) among other designated NED functions.

Companies Act 2006 — The primary legislation governing director duties and responsibilities in the UK, including the duty to act in the interests of the company, the duty to exercise reasonable care and skill, and the duty to avoid conflicts of interest — all applicable to non-executive directors.

NED Capital assesses all candidates against the independence criteria set out in the relevant governance code for your organisation. For FCA-regulated businesses, we assess SMF suitability and prior experience of regulated board environments before presenting candidates for client interview.

Recent NED Placements

PE-backed technology business — Independent NED
A private equity-backed SaaS business approaching Series B required an independent non-executive director with digital transformation experience and existing relationships in the institutional investor community. NED Capital identified a shortlist of four candidates from our PE NED network, all with directly relevant technology sector board experience. The appointed candidate had previously served as a NED on two other PE-backed technology businesses and provided immediate credibility with the investor syndicate from the point of appointment.

National charity — Finance-qualified Trustee
A national charity with £8m annual income needed a finance-qualified trustee to chair its audit and risk committee, following the departure of a long-standing board member. The brief required a candidate with current or recent FCA-regulated or charity audit committee experience and strong familiarity with Charity Commission governance expectations. NED Capital delivered a shortlist within 14 days of mandate acceptance; the appointed trustee assumed the audit committee chair within six weeks.

Founder-led professional services firm — First NED appointment
A founder-led consultancy with 45 employees sought its first non-executive director to provide independent strategic oversight ahead of a planned management buyout. NED Capital structured the brief around the specific commercial and governance requirements of the MBO process — identifying candidates with prior transaction experience, sector knowledge and the interpersonal skills to operate effectively on a first-time board with strong founder personalities. The appointed NED had prior experience of two owner-managed business exits.

AIM-listed company — Senior independent director
An AIM-listed business required an additional independent non-executive director to meet QCA Corporate Governance Code requirements and act as senior independent director following a secondary listing. The candidate needed to satisfy QCA independence criteria, have current or recent AIM board experience and be available to chair the remuneration committee. NED Capital delivered a shortlist of three qualified candidates within three weeks; the appointed SID had served on two previous AIM boards and chaired a remuneration committee in one of those roles.