To answer this question, we first need to ask several others.
To begin with: do Boards have power? The answer is obviously “yes” because without power, they would be lame ducks, unable to do anything. At a literal level, they have the power that is invested in them through articles or memorandums of association and through corporate governance best practice guidelines and rules. They have serious duties to carry out, which requires them to have the appropriate powers to do so. Next, what is power? Power has different meanings when talking about different subjects: Power (physics), how fast energy can be changed into work. In sociology, power is when a person (or group) wants another to do something, and they do it. This might also be called influence or control.
So here lies the issue. Having influence or control brings huge responsibility for any of us and requires the exercising of judgment. When, how and in what circumstances do we choose to exercise our control and influence?
We are a society that is fascinated by power, and in individuals and bodies that have it. We recognise at a subconscious level that it is a necessary “evil” for the successful running of institutions, society and groups. And we are also a society that takes a certain pleasure in seeing people and groups fall from power if they have abused it. In recent times, the line between appropriate use of power and abusing it has of course been the sub text of many newspaper stories.
In the corporate world, to stay the right side of the appropriate/ inappropriate use of power line, each Board and Board member must take responsibility, and acknowledge that we are all to some extent flawed and vulnerable around power. And often it is the very qualities that have allowed individuals to climb to the top of the corporate tree, which can make them susceptible to falling right down it again.
There are many traits that we might name that could possibly lead to an unintended abuse of power: these relate mainly to strength of character or confidence about one’s own views. But underlining all of this, it seems to us that the thing that is most likely to mitigate against abusing power is a basic belief that others are equal and deserve to be treated as such.
This may seem like an odd stance to take: the notion that you can “have power” and also at the same time treat others as equals may seem unlikely bed fellows. But think about it this way. If Boards do not think of others as having an equally valid point of view or equally valid needs, including being treated with respect, then almost by definition they run the risk of abusing their power, as much through ignorance as anything else. It’s almost like saying, “I’m doing this because I can”.
By taking into account others’ sometimes opposing views or by being respectful of their needs, a Board will nearly always arrive at a better outcome than if they haven’t done this, because they will become aware of other things that need to be taken into consideration before arriving at a conclusion. That’s not to say that sometimes decisions need to be taken by a Board that others will not like or agree with: it’s the process of how you get there that is important.
Ethics codes help Boards and each of us to be our best in terms of our relationship with power and are useful frameworks to go back to and to check in with. But they do not take the place of self- awareness and humility. Only by being tuned into the fact that we are all in danger of abusing our power, as Boards, as managers and leaders, as parents or in whatever role we play, can we at least challenge ourselves to think about it. How Boards engage with stakeholder groups outside the Board is set to become a bigger feature of the governance code going forwards: we welcome this and whether Boards acknowledge it or not, power is at the very heart of it.
Do Boards abuse Power? All too often the answer is yes, but often it is unintended.