Through the years I have witnessed and been privy to confidences about bullying, especially in boardrooms. Instances have included executive peers bullying each other with no challenge from the board in the same room; boards bullying C-level executives or making rude remarks, trying to pass it off as “banter”; board directors bullying one another; chairs bullying other board directors while the rest of the board stands by, watches passively and enables; chairs being bullied by executives and other board directors ganging up on them; and last but not the least – timid chairs who see bullying happen but do nothing to challenge or stem it. We really don’t need oppression olympics here to agree none of these behaviours should be acceptable in a boardroom.
On a number of occasions I have been asked for advice to handle bullying especially in cases where it is already taking a toll on the health of the person being bullied.
Sadly these calls for advice grew through the pandemic so I decided to write this post – with the hope it can help those who are being bullied but do not feel able to ask for help yet. I often mention anonymised stories when I write about issues but that is not a device I am using here because of the sensitivity of the issue.
What is bullying? I have observed that it is challenging for most high achievers to accept that a peer has successfully belittled them, victimised them, to the extent that it is hampering with their functioning. Some accept that something wrong is happening but reject that they may be being bullied.
Bullying — (edited to add: an attempt to gain a result, or to reduce or neutralise another’s autonomy, a succinct definition provided by Anastasia Ashman) — draws its steam from a real or perceived difference in power between the bully and their target. So first things first – a range of behaviours can constitute bullying and a robust list can be found here (I have excerpted below):
- A lack of responsiveness, for example not responding to emails, questions, or phone calls
- Aggressive behaviour, for example shouting, swearing or intruding on personal space
- Allocation of blatantly unfair workload, unnecessarily and constantly changing priorities
- Blame, for example being used as a scapegoat or the reason for poor quality work
- Controlling contact with professional colleagues, for example forbidding contact or conversations with others
- Critical comments about work without justification and/or micromanagement
- Cyberbullying via social media, emails or internet posts
- Direct harassment based on protected characteristics
- Limiting access to essential information
- Limiting opportunities for training and/or promotion
- Minimisation of role and contribution, for example downplaying suggestions and ideas
- Name-calling and unwanted jokes
- Persistent unreasonable communication outside working hours
- Physical intrusion into personal space and belongings
- Removal of responsibilities and status
- Taking credit for work or actions
- Threats or comments relating to job security
- Undermining in public and private, for example by spreading rumours
Some of these are squarely in the grey zone where boards are concerned e.g. boards routinely communicate outside “working hours” mainly because if you are an engaged board director, you are on-the-job pretty much all the time. Some are not.
A bullied board director may experience exclusion and undermining in many different ways. The impact of such bullying — more on which below — can make it hard for directors to function. If they are being excluded then they may find it tricky to discharge their fiduciary and statutory duties for which they remain accountable as long as they serve on the board (and sometimes beyond).
In any case, the above is pretty wide-ranging in scope and potential impacts on an individual. Which brings us to the next question.
Who gets bullied? Absolutely anyone can get bullied. There is nothing special about those experiencing bullying, equally nothing makes anyone immune to being bullied.
The bullies, while persistent, can be both strategic about targeting someone e.g. leading a campaign of harassment and undermining, and opportunistic e.g. making off-colour remarks on things people cannot change such as their ethnicity or age or sexuality. Many of these are protected characteristics which means the board must be cognisant of their duties to stop such behaviours.
Absolutely anyone on any kind of board can get bullied. For what it is worth, I have counselled and helped those who serve on charity boards, for-profit boards, financial services boards, technology sector boards, manufacturing boards. No one kind of industry sector or board is immune to this phenomenon.
But some get bullied more. Evidence shows that female founders get asked very different questions by venture investors who give them smaller funding — women founders receive around 2% of all venture funding both sides of the Atlantic — than they ask male founders and give male founders. Imagine now bringing these investor directors on your board as the founder-CEO and the bullying and undermining is bound to thrive.
There is evidence – not from boardrooms yet since minorities are not necessarily present in huge numbers there so far – that ethnic, gender and sexual minorities report being bullied in several contexts, including the NHS and the Bar (links to pdf report of Bar Standards Board).
How does bullying affect a board and should anyone care? The answer to the latter question is “yes”. More on which in a bit.
Much research on the impact of bullying seems to focus on children and the long-term impact of bullying on them. These effects alas apply as much to adults as they do to kids.
The range of impacts is vast: impact on physical health (headaches, sleep disturbances, episodes of stress-vomiting as an example of somatisation), impact on mental health (depression, anxiety, immediate and long term damage caused by stress including neuroendocrine changes), impact on the immune system, loss of self-esteem, substance abuse as coping mechanism, impact on relationships and professional performance.
Notably bullies can have similar symptoms due to their own long term trauma that leads them to become bullies. Or as I say more plainly: hurt people hurt people.
As a small team, a board cannot afford to let bad behaviours continue that put a peer out of commission, unable to contribute and function. In addition to health and safety considerations, boards have a duty of care for the wellbeing of employees. Employee decisions and actions under distress and the impact of such actions on the stakeholders and members of the public can pose substantial risks. Monitoring risks is a huge part of the board’s remit.
But what about board directors themselves? This is where even the UK Corporate Governance code is a bit unclear. It sets out what is expected of boards in their duty of care towards employees but not towards other board directors. Board directors remain accountable for their good or bad decisions even under duress. So if the impact of bullying makes it difficult for them to function or do their job of oversight and scrutiny meaningfully it becomes a wider governance issue.
Boards and board chairs should care.
How can bullying be prevented and stopped? Culture is the obvious first thing to mention because it enables what goes on in an organisation’s ranks or on its board, what is rewarded, what is permitted, what is sanctioned, what is tolerated, what is overlooked and swept under the carpet. The board and the exec team shape the culture and lead by demonstrating acceptable behaviours.
A culture that encourages healthy challenge through both formal and informal channels is valuable though micro-pockets of bad behaviours can still fester and should be addressed as soon as identified. A culture however cannot be created overnight. So before accepting an appointment, prospective board directors should satisfy themselves as to a company’s culture, its values, and the behaviours of the board and those who serve on it.
Could a robust and fair whistleblowing policy (excellent link worth reading in full) help? Not always. Not really.
Whistleblowing policies do not cover “raising a grievance” such as bullying, discrimination and harassment — unless an individual’s bullying can be shown to harm public interest. Further since non-exec directors are not employees, they are often not covered by whistleblowing policies so that is not always a viable route. Charities such as Protect are campaigning to ensure board directors are covered by whistleblowing provisions.
A director of a listed company in a regulated sector can sometimes raise issues in the public interest in confidence to the regulator. But not everyone works in a listed company environment with a sector regulator!
If you are a board director, and you feel you are not functioning but still unsure if it is because you are being bullied, it may help in the first instance to get another view on the matter from an objective friend or mentor. Because even if you are excluded from conversations and meetings, you are still on the hook for your fiduciary duties and the decisions being made by the others on the board whilst excluding you. If you are not able to discharge your duties due to being bullied, it is imperative that you stage an early intervention both for your own sake and for the sake of your shareholders. You are at liberty to speak to the company’s executives at any time but also able to use the company’s advisers if you deem it necessary. Independent professional advice can be sought at the company’s expense if you consider it necessary to discharge your responsibilities as directors. Your letter of appointment (reflecting the UK Governance Code requirements) should normally confirm the basis upon which this may happen and when such expenses will be reimbursed.
If you are the chair of the board, the buck stops with you. If there is bullying happening on the board or in the wider organisation, if indeed you are bullying someone, or even if unfortunately you are the one being bullied — knowing about it, noticing it, challenging it, taking action against it, putting a stop to it are all actions within your gift and your responsibility.
This post is not meant as a j’accuse but as a signpost to those needing help but unable to find it. It is also meant as a conversation starter about an existing risk for board directors and board chairs, with challenging second and third order impacts for the organisation, the board and the board directors themselves.
Boards can do worse than putting bullying as an issue on the agenda, especially as compliance burdens, director liabilities, stress among employees and boards all increase pressure on all those who keep an organisation running and under scrutiny.
As a director, who is facing bullying, you would do well to get very early advice from a specialist employment lawyer. It is all very good to get damages later but addressing the issue early can potentially prevent damage from happening at all.
Thanks are due to Richard Port, Partner, Boardside, for discussion on an early draft and crucial inputs.
(Disclaimer: These are my own views and do not reflect the views of the boards of JP Morgan US Smaller Co.s Investment Trust or Temple Bar Investment Trust or London Metropolitan University, where I serve as a non-exec director, and chair various committees at the time of writing.)