By It seems that our headlines are littered with stories of fallen icons almost every day. Joe Paterno. Rupert Murdoch. Michael Woodford.
Reputations ruined not because of anything that they did personally, but often held accountable directly or indirectly for the conduct of those who are part of their organization. When the wrongful conduct is first revealed, the old “Watergate” issues such as what did they know, when did they know it and what did they do to prevent or stop the wrongful conduct all come up for discussion, both in the court of public opinion and eventually in our courts of law.
We debated this complex legal, moral and ethical issue at a recent Redskins tailgate when one beer-drenched participant remarked, “Yeah, ostriches make terrible leaders . . . you can’t properly govern with your head in the sand.” So true and yet so false. Governance is about accessibility and responsibility for those who report to you, even if they are several levels down in the organizational chart. But if turns out, after extensive research including a visit to the official website of the American Ostrich Association, that ostriches do not bury their hand in the sand. This myth has been perpetuated over the years and in fact, the male ostrich is often seen digging holes in order to either build a nest for the mother’s eggs or to protect them after delivery. It turns out that the ostrich is a lot more accountable and responsible than society recognizes.
The dilemma as to have to treat leaders who have themselves done no personal wrong is actually more akin to the pictorial maxim of the Three Monkeys, who are most famously sculpted over the Tosho-gu shrine in Nikko, Japan. The Three Monkeys, known as Mizaru, Kikazaru, and Iwazaru, embody the principle of “see no evil, hear no evil and speak no evil.” That is where things get interesting. The traditional Western world interpretation of this famous sculpture is used to refer to those who deal with impropriety by looking the other way, refusing to acknowledge it or seining ignorance. Most of us fine this type of behavior morally repulsive and often laws and professional codes, including bar rules, force or encourage you to report wrongful behavior as soon as you are aware of it. Naturally, you want to gather your facts and not report behavior which is undocumented or unverifiable. But once misconduct is established, leaders of companies must never turn a blind eye to the immorality of an act to their organization are involved. To do so destroys the very fabric of the organization and eats like a cancer at the core of shareholder value and trust.
The traditional Eastern interpretation of the Three Monkeys is nearly the polar opposite. To many in Asia, the pictorial maxim represents a reminder to not list to evil things so they do not influence you, not to read things that are evil so they do not affect your actions and lastly to not verbally repeat evil things so they cannot be falsely spread. Others in the East take the proverb to mean that behavior which is snoopy, nosy or gossipy should be avoided. And the monkeys even appear in the teachings of Buddhism to mean that if we do not hear, see or talk poorly of others, then we ourselves shall be spared of such defamation or undue criticism.
Three Monkeys and two polar opposite interpretations, each with its share of wisdom and insights for today’s leaders and members of boards of directors. On the one hand, you have a fiduciary duty to prevent conduct which is harmful to your company and organization, promptly and deliberately when it is detected and be ready to be accountable for the damage which may have been done. On the other hand, be careful not to falsely speak poorly of others without gathering your facts and considering the consequences.
At the end of the day, today’s leaders and board members are probably best served by the wisdom of the fourth monkey, Shizaru, deputed with is arms crossed, who is ironically often missing from many of the pictures and sculptures, who symbolizes the principal of “do no evil.” That would certainly be a good start. And be excellent governance.
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ABOUT THE AUTHOR
Andrew J. Sherman is a Partner in the Washington, D.C. office of Jones Day, with over 2,500 attorneys worldwide. Mr. Sherman is a recognized international authority on the legal and strategic issues affecting small and growing companies. Mr. Sherman is an Adjunct Professor in the Masters of Business Administration (MBA) program at the University of Maryland and Georgetown University where he has taught courses on business growth, capital formation and entrepreneurship for over twenty-three (23) years. Mr. Sherman is the author of twenty-three (23) books on the legal and strategic aspects of business growth and capital formation. His twenty-third (23rd) book, Harvesting Intangible Assets, Uncover Hidden Revenue in Your Company’s Intellectual Property, (AMACOM) has now been released. Mr. Sherman can be reached at 202-879-3686 or e-mail ajsherman@jonesday.com.