At what price loyalty and what value resides in a reputation under scrutiny?

In recent months we have witnessed examples of governing bodies, whether boards of directors or trustees, either defending an individual executive from external criticism or failing to dig deeper into an issue for fear of damaging the institution’s reputation. Should the Board of NatWest have declared full confidence in its chief executive whom they otherwise held in high regard where she had potentially breached the banking confidentiality of a high-profile person? Should the board of the Post Office have delved deeper into the reasons why so many sub postmasters across the country were being accused of fraud and raising the malfunction of the new Horizon system as a defence.


Only with hindsight do answers to these questions become more apparent. But recognising that, by definition, hindsight is not available, what lessons can any board of directors learn now about managing the risks of becoming inappropriately defensive of an individual or a reputation in advance of it becoming an embarrassment?


First avoid group think. Encourage diversity of opinion. There must always be at least one person who can act as the devil’s advocate, and they must be given the space and the respect necessary to express the contrary view. This seems like an obvious answer, but the evidence suggests that is not always the case.


Perhaps in crisis situations it is the urgency required in which to form a view and make a public announcement which is the problem. Was this the case with Nat West?  Given the urgency of a situation the inevitable preliminary one-to-one discussions between individual members of the board, can result in dominant views being formed in advance of any group discussion which then becomes too challenging for others to shift. Perhaps therefore, it is essential to ensure there is some process in place to guard against this. Board meetings online are unavoidable in urgent situations, but it is a forum in which it is harder to express a contrary view effectively; those chairing the discussion need to acknowledge this. One of our client chairmen always insists that those attending a board meeting online, forward their questions or comments in advance to be raised by the chair at the meeting.


In the case of the Post Office scandal many have suffered intolerable injustice as a consequence of defending an investment and thereby a reputation in a malfunctioning software system. It is not clear what information had been elevated to the Board at what time. However, it appears that at an executive level and so far as the supplier of the software was concerned, there was a determination to take active steps to silence any suggestion that the huge investment made in the software system was deficient in order protect a reputation.

Executives will instinctively be tempted to defend a decision or reputation whether at a personal, team or institutional level. Sometimes the desire to protect a reputation is misplaced and the longer it persists the greater the potential damage. This can be an incremental process, and the insidious effect leaks upwards even to the board itself.


Ensuring that all members of the board have the necessary information at the right time is critical. To ease this process, developing and nurturing a culture then in which executives are comfortable to share concerns about this at the earliest stage is essential. But it remains the job of independent directors to be alert, to keep ‘their ear to the ground and not over rely on the executive version of events and thereby mitigate the risks attached to the temptation of executives to keep things to themselves where reputations are at stake.


How sensitised is your board to these risks? What measures can be taken to mitigate this very human frailty?


James Bagge is the executive chairman and co-founder of Bvalco, a board evaluation consultancy focused on helping boards become fit for the future.

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By Wayne Osbourne 19 Apr, 2024
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