Rarely do board directors have the opportunity to make straightforward decisions, but one such dilemma has continued to haunt the boardroom: whether to speak up when something feels wrong.

Most directors are conscientious individuals who want to do the right thing and protect the organisation and its stakeholders. But when these concerns arise, many hesitate and step back from taking direct action.

The personal and professional risks feel high, while the benefits can also feel uncertain. And so, perfectly legitimate warnings go unspoken while potential and actual crises proceed unabated. This is a pattern which still sits behind many corporate failures.

Years of regulation, improved governance frameworks, and thick binders packed with ethical codes have passed, and yet scandals continue to materialise. This is not because boards lack the necessary talent or expertise, but because misconduct, sometimes systemic and at other times brazen, is quietly observed and ignored.

People usually know. They just don’t say.

Such silence rarely emerges because of apathy. More often, it is fear that holds sway. Fear of retaliation, losing influence, or of being branded ‘difficult’. Directors tend to overestimate the subsequent fallout from speaking up, while underestimating the value of intervention.

Imbalance keeps them quiet, even when raising a concern could prevent real and impactful harm.

Regulation: guardrail or straitjacket?

Meanwhile, regulation offers little in the way of comfort. Depending on who’s view you seek, it’s often perceived as either being a guardrail or a straitjacket. Whichever the opinion, directors still have to make judgment calls, regardless of being mired in a fog of often incomplete information, shifting expectations and subtle political pressures.

They have to weigh their own values against their roles, and decide how far they can push without risking their seat at the table.

When a serious concern emerges, the options are clear enough on paper: speak up and stay; speak up and leave; stay silent and stay; or stay silent and leave.

In reality, it’s a lot messier. Emotions, alliances, power dynamics and organisational norms can turn these four neat boxes into a far more intricate web of consequences.

The option chosen most often? Keeping quiet and staying still. The default now seems to be ‘voiceless collegiality’, the preference for harmony over challenge.

Boards meet their compliance obligations, but crucial questions go unasked. Remaining an amicable colleague has come to outweigh any obligation to scrutinise.

There is a personal cost to be paid. Those directors who remain silent often end up questioning their value and become increasingly disconnected from the reason they first joined the board.

The organisational cost is far higher. Silence corrodes trust and narrows the range of prospective ideas. Most importantly, it slows the recognition of risk.

Silence embedded becomes the system

Marconi remains one of the most striking examples. Senior leaders could forecast the company’s collapse more than five years before it actually happened. All of the insight required to avert disaster was available within the organisation. And yet a deeply embedded culture of silence overpowered every warning.

Once silence sets in, it becomes the norm.

Speaking up, on the other hand, is uncommon, but where it does happen constructively, it holds the most value. It can force a rethink, surface information others have missed, and shift the trajectory of a vital decision.

Effective challenge requires clarity, evidence, timing and respect. It demands drawing a clean line between fact and interpretation, and presenting a concern in a way that helps, rather than embarrasses, colleagues.

But even when done well, the social risks remain. Many organisations still fail to reward thoughtful dissent. Those who speak out can find themselves isolated, subtly excluded or gently moved aside.

The fourth, resignation, is indeed principled, and yet often leaves no mark at all. Leaving without a conversation with anyone hardly ever shifts the organisational narrative. For the director who goes, frustration and regret are often the consequence. Without having had their say, walking away can feel like abandoning responsibility, rather than fulfilling it.

When directors are in a dilemma, the first step needs to be a disciplined assessment of risk: what is the seriousness of the issue, the organisational climate, the likelihood of repercussions and the possible pathways to constructive influence?

If the decision is made to speak, preparation matters. Gather evidence, frame concerns clearly, anticipate defensiveness and build allies.

Dissent: encouraged or tolerated?

These steps don’t eliminate risk but strengthen the case and improve the likelihood of a productive outcome.

If the choice is not to speak, the next question is whether it is possible, or moral, to stay? Silence has implications, both at a personal and organisational level. Directors need to be honest with themselves about what continuing silence will imply.

Ultimately, the dilemma of voice isn’t one of individual courage. It’s about culture.

Boards have to ask themselves whether dissent is truly encouraged or simply tolerated. Is psychological safety something they measure, or something they make possible? Are integrity and enquiry rewarded—or quietly punished?

Good governance asks for more than mere compliance. It requires a culture in which speaking up is an act of commitment, not one of defiance.

Until boards embrace this shift, voiceless collegiality will remain the path of least resistance, and one of the most significant risks to organisational health.

Andrew Kakabadse (1948-2025) was professor of governance and leadership at Henley Business School and a lynchpin figure in UK and global corporate governance. Nada Kakabadse is professor of policy, governance and ethics at Henley Business School.