Why do good people do bad things?

Crafty Counsel's second annual Crafty Fest, a legal festival for in-house counsel, took place on 14 June 2023 at Regent's Park, in London. I had the pleasure of moderating the session 'Why do good people do bad things?', which centred around where legal sits vis-a-vis the rest of the business. Is the legal department really the "conscience of the business"?

The panel including Viviennne Inmonger, Head of Legal, Risk and Compliance at McGee Group; Terra Potter, GC - EMEA/AP & Industrial at Hexcel Corporation; and Natalie Salunke, GC at Zilch, explored this issue and discussed how in-house lawyers can avoid ending up in dark places.

Here are the three key takeaways from the session:

1. The Importance of Integrity

The session started with the main question, 'Why do good people do bad things?'. The panel reflected on the several prominent scandals in the UK where legal teams have been put in difficult positions and considered how and why those legal teams failed to challenge unethical behaviour.  

The panellists agreed that nobody goes into the profession aiming to be unethical, but due to the environment and culture within the company, the in-house professional might find themselves incrementally losing sight of their integrity and honesty.

2. Understanding the role of in-house counsel

The session continued with a debate around the role of in-house counsel, in particular the part they play in ensuring businesses are compliant with the law, as this often creates conflict between the legal and commercial functions. Is it fair to consider legal the conscience, or the ethical guardian, of the business?

The panellists discussed the Solicitors Regulation Authority's (SRA) role and responsibility in this scenario, including its In-house Solicitors Thematic Review published in March 2023.

The conclusion was that reference to the code of conduct is sometimes not enough for in-house lawyers to feel able to rebut potentially unethical requests from senior management.

Moreover, in-house professionals are often caught up in situations because they don't have the experience or confidence to ask the right questions.

3. Providing support to junior team members

In my role of undertaking investigations and representing individuals subject to criminal and regulatory enforcement, it is common to see where people, including in-house lawyers and compliance, have crossed the line because of pressures faced from others in the company, effectively becoming reluctant enablers of wrongdoing.

I asked the panel why they think this happens? They came up with many possible reasons, such as:

• The person doesn’t have the right seat at the table
• They may fear losing their job
• Lack of support from the SRA
• Lack of internal support

The panel concurred that clear reporting lines and top-down messaging are some of the key pillars to avoid creating a culture in which wrongdoing can thrive. Similarly, mentorship of junior team members is instrumental to maintaining an ethical decision-making process.

Find out what are the right routes and who are the people you should reach out to in case an issue comes to your attention.

Finally, ethics should be an openly discussed subject, both at company board and non-executive director level. These conversations should not only revolve around enforcement but be more of a daily reflection on ethical implications.

Don't push the issue to the back of your mind, but rather keep yourself up to date with the code of conduct and take the necessary steps to challenge wrongdoing.