A plumb line is the oldest tool in construction. It has one job: to tell you what is straight. 

You’ve been in a room where someone proposes something, and the question asked is whether it’s allowed. Lawyers are consulted and no stone is left unturned. “Yes,” the lawyer says tentatively, “technically, this is permissible”. I know. I’ve been there. The timely question is whether someone is brave enough to ask if we should.

Most governance failures that make the front page are obviously wrong. For example, the CEO who certified accounts she hadn't reviewed, directors who signed off a transaction they didn't understand. Perhaps someone cooked the books, lied under oath, destroyed evidence, or paid off the person most likely to talk. What these failures have in common is that they are objectively serious, and deserving of consequences.

But I want to come back to the decisions that allowed these failures to compound: what caused them to be structured carefully enough to survive challenge? For Greensill, a transaction that removed legal protections from investors created a situation where the provision of $440 million was contractually committed in manner allowing the recipient to use it for purposes that differed from what the money was intended for. Technically possible, but clearly dishonest. Each decision that led to the deal being signed was  a choice.

Lex Greensill settled on the courthouse steps this week in advance of a six-week trial due to begin on Monday. The agreement resulted in him being banned from acting as a company director in the UK for nine years effective 23 June. His spokesman issued a statement the same day: “after four years of investigation, this matter has concluded with no finding that Mr Greensill acted dishonestly or in bad faith.”

The plumb line is not a comfortable fiction invented to excuse bad behaviour. It is a real and objective  standard. Whether considered or not, most uncomfortable decisions taken in the boardroom are not wrong. They are representative of individuals exercising the best decision-making they can with the facts available to them. Those decisions rarely amount to misconduct or misrepresentation. Boards take difficult decisions under pressure every day with incomplete information, in conditions that rarely escape nuance. The duty to exercise reasonable care, skill, and diligence under the Companies Act is not a duty to be timid.

But there is a reliable signal when you cross from difficult to wrong. The signal arrives in the way the decision gets described afterwards. Are you feeling uncomfortable but your concerns are brushed aside? Is a forceful approach required to get the decision through? Is sufficient information brought to the meeting to enable you to raise your concerns? When an explanation of what happened requires careful legal framing to remain accurate, or when the statement issued after the event is constructed to be technically true rather than simply true, or when the defence is not “this was the right thing to do” but “no finding was made against us”, you have found the line. But you are not straddling the line with clean hands.

Greensill’s spokesman did not say the outcome was just. He did not say the Credit Suisse investors were fairly treated. He did not say that removing legal protections from a fund without the required written consents was a reasonable thing to do under the circumstances. He said there was no finding of dishonesty. 

That is a statement about the legal outcome of a regulatory process not a defensible statement about conduct. 

The organisations I work with that are in genuine difficulty are rarely there because of a single decision. They arrive there through a sequence of nuanced decisions. Each one may be defensible in isolation, but collectively the decisions are corrosive. The board approved something it did not fully understand. The executive framed something in a way that was accurate but incomplete. Under pressure, the legal structure may hold, but the relationships rarely do. By the time the damage is visible, those responsible have been able to craft defensible statements that confound those one step removed who are left to work out what actually happened.

In my experience, it is rarely the decision itself that breaks a board. It is the moment someone saw the fallout coming and said nothing.

Repair in these situations is harder than it looks. This is partly because the people responsible have convinced themselves that no finding was made against them and therefore no wrong has been done. But the absence of guilt about what should or should not have happened is not the same as acknowledging that other people have been affected by the behaviours and the decisions of those around them. Getting through situations like these requires a kind of honesty that formal legal processes neither compel nor manufacture.

The plumb line is not a line that boards find easy to pinpoint. But it is a line that boards have to hold themselves to. And the question worth asking, before the Insolvency Service asks it for you, is not whether what you are about to do is allowed. It is whether you would be comfortable explaining what you’re tempted to do, simply and honestly, to the people it affects.

If the answer to “but is it right?” requires you to engage a spokesman, I think you already know the answer.

We work with boards and organisations navigating this. Not always after a crisis, sometimes before the decision is made. If that is where you are and you need a sense-check, email me at [email protected].​​​​​​​​​​​​​​​​

This week:

⬆ Up (who hit the mark this week)

The government — On 2 June 2026, the Public Interest Disclosure (Prescribed Persons) (Amendment) Order came into force, expanding the categories of prescribed persons to whom workers can make protected whistleblowing disclosures. Football, construction, and the creative industries now have formal, protected routes to report wrongdoing. An endorsement for speaking up.

⬇ Down (who missed the mark this week)

Lex Greensill — Banned from acting as a UK company director for nine years after settling on the courthouse steps, a week before a six-week trial was due to begin. The Insolvency Service found his conduct caused a $440m loss to a Credit Suisse fund. His spokesman’s statement contained no acknowledgment that investors were harmed; only that no finding of dishonesty was made. There is a meaningful distance between those two things, and the statement knows it.

PeopleCert — Unite the Union threatened legal and industrial action on 3 June after PeopleCert was found to be advertising vacancies in Greece and the UK while running redundancy consultations for up to 400 UK roles. The CEO told a leadership conference in January that no redundancies were planned. An investor presentation said otherwise. The union’s summary: “PeopleCert has been dishonest from the moment it took over City & Guilds.”

Sport Aberdeen — The Office of the Scottish Charity Regulator (OSCR), Scotland’s charity watchdog, is now focused on a £100,000 exit payment to former managing director Alistair Robertson that insiders say was never approved by the board, and that trustees only fully understood on 31 October 2025, more than two years after it was agreed. Sport Aberdeen was asked more than ten specific questions about who authorised it and did not answer a single one.

👁 Watch (who we're watching this week)

Operation Olympos — Sir Alan Bates publicly characterised the Home Office funding shortfall this week not as a budget constraint but as a deliberate choice, drawing an explicit parallel with the Post Office’s strategy of running victims out of money in the courts. The investigation has £2.8m confirmed against a projected need of £19.3m. A state that underfunds the investigation into its own institutional failure has made a decision about what the truth is worth.

City & Guilds of London Institute — Members voted in April for a fully independent inquiry into the sale to PeopleCert. Trustees have still not agreed to convene one. A Charity Commission statutory inquiry examining trustee decision-making and post-sale executive bonuses runs in parallel. It is possible that trustees formally decline or indefinitely defer the member-mandated inquiry.

(1) If you run a consultation knowing the outcome is already decided, are you managing a process or manufacturing consent?

(2) If the people across the table find out (which they usually do) that the process is rigged, how will you ever get their honest opinion again?

AI, remote work, and global hiring are reshaping HR. This report breaks down the biggest trends shaping teams in 2026.

See the trends

Led by Leah Brown FRSA, The WayFinders Group supports organisations under pressure to repair the internal damage a crisis leaves behind so they emerge more robust.