Would your board be the last to know? What we can learn from our peers.

I’m not going to wade into the rights and wrongs of an individual case I have no inside knowledge of. What strikes me is something more useful for the rest of us observers. 

A board that identifies a serious concern and acts on it without hesitation is doing precisely what good governance requires. That is important to emphasise, despite the discomfort of the circumstances. BP is a leviathan that has delivered real operational and strategic progress, and a board willing to make a hard call quickly should always be commended. 

The uncomfortable question is the one that these examples raise for everyone else: What happens in the organisations that receive similar signals and don't act? Where a concern about a senior individual surfaces, gets noted, and is then set aside. 

The test I keep coming back to is not – do we have a conduct policy? But would we know early enough to act? Would someone feel safe enough to raise a concern before it became a formal investigation? And would the board be getting the management information to see a problem developing rather than arriving at it fully formed? 

That used to be a question of good practice. It's now also regulatory. Three developments are landing in the same place: 

The UK Corporate Governance Code, whose Provision 29 declaration on material controls bites for accounting periods from 1 January 2026. Reputational risk from misconduct is the one control most boards struggle to evidence with confidence and under Provision 29, that gap becomes a disclosure problem. 

Failure to prevent fraud under ECCTA, in force since 1 September 2025. "Reasonable procedures" aren't a policy on a shared drive. They're behaviours a board has to be able to evidence and fraud surfaces earliest where people feel able to speak up. 

The FCA's non-financial misconduct framework, effective 1 September 2026. The assumption that a quiet request for confidentiality neutralises a manager's obligation to act is no longer a safe one. 

The FCA's own survey data is the part that should stop boards in their tracks: 38% of boards received no management information on non-financial misconduct at all, and action was taken in only 43% of reported cases. Low resolution rates discourage future reporting. When concerns lead nowhere, people stop raising them. 

The real point is that a whistleblowing hotline is a safety valve. It’s most useful once earlier safeguards have already failed. It is not, on its own, a speak-up culture. Genuine culture means the board knows; it sees the direction of travel before a situation reaches investigation or public disclosure. 

There's also a quieter dimension that gets too little attention - how boards actually behave in the room. Many have made real progress on representation over the past decade. The harder question is whether chairing style has evolved to match. A board that has changed its composition but not its operating dynamic finds the same voices dominate and the new perspectives go underused. When the conversation turns to people risk and culture, are the right voices actually being drawn out? 

The regulatory pressure isn't going away. Provision 29, failure to prevent fraud, FCA NFM rules. They all ask boards to show, not assert, that they've done the work. The organisations that find this straightforward will be the ones that started treating culture as a governance question years ago. Not the ones who opened the file when the regulator wrote to them. 

At Law Debenture, our Board Advisory and Whistleblowing Services teams work with boards and governance professionals on exactly this. If speak-up culture and governance attestation are on your board's agenda, I'd welcome a conversation. 

To find out more about our governance solutions reach out to Ben Turner.