A board whose independent challenge is real, evidenced and scrutiny-proof, alongside practical advice on regulatory governance and FCA expectations.

The situation

Many firms have capable boards but limited independent challenge. Board discussions become operational rather than strategic. Decisions are made without sufficient challenge. Governance papers record outcomes rather than the debate that led to them. The FCA has consistently emphasised the importance of governance, board effectiveness and senior management accountability. Institutional investors increasingly assess those same areas as part of operational due diligence. Independent challenge is therefore no longer simply good governance. It is becoming an expected feature of a mature regulated business.

What you are really buying

An experienced independent Non-Executive Director who contributes to governance throughout the year rather than simply attending scheduled meetings. The role includes challenging management constructively, reviewing significant regulatory and commercial decisions, supporting board effectiveness and helping ensure that governance arrangements remain proportionate to the firm's size and complexity. Alongside board participation, we provide practical advice on regulatory governance, FCA expectations, board papers, committee structures, decision-making and management information so that governance is evidenced as well as performed.

What's included

The engagement includes:

• Independent Non-Executive Director services.

• Attendance at scheduled board meetings.

• Participation in Board Committees where appropriate.

• Independent challenge of strategic and regulatory decisions.

• Review of governance arrangements and board effectiveness.

• Advice on FCA governance expectations and SMCR responsibilities.

• Review of board papers, management information and governance reporting.

• Support during regulatory change, remediation programmes and significant business events.

• Availability between meetings for strategic and regulatory advice.

How it works

1. 1

   Governance review

   The engagement begins with an assessment of the firm's existing governance arrangements, committee structure, decision-making processes and regulatory responsibilities. This establishes how the board currently operates and identifies opportunities to strengthen oversight.

   You keep: An independent assessment of board effectiveness and governance maturity.

2. 2

   Governance enhancement

   Where appropriate, governance arrangements are refined to support clearer decision-making, stronger oversight and more effective challenge. This may include board structures, committee terms of reference, management information, reporting packs and governance documentation.

   You keep: Governance arrangements aligned with the firm's current scale, complexity and regulatory obligations.

3. 3

   Independent challenge

   The NED participates throughout the year, providing objective challenge during board meetings and supporting management between meetings where significant decisions arise. Challenge is constructive, evidence-based and focused on improving the quality of board decision-making rather than simply satisfying governance requirements.

   You keep: Independent oversight that strengthens decisions and demonstrates effective governance.

4. 4

   Ongoing board support

   As the business evolves, governance expectations evolve with it. The engagement continues to support the board through regulatory developments, strategic projects, fundraising, acquisitions, FCA engagement and investor due diligence.

   You keep: A trusted independent adviser providing continuity, challenge and regulatory perspective.

The guarantee

Proof

The role is delivered by a Senior Practitioner with direct Board experience and international experience across multiple leading fund jurisdictions and a proven pedigree helping regulated firms strengthen governance frameworks, redesign operating models, support regulatory change and prepare for supervisory engagement across the UK asset management sector.