Disagreement of board members made public [LWN.net]

Disagreement of board members made public

Posted Mar 25, 2025 1:28 UTC (Tue) by gdt (subscriber, #6284)
Parent article: OSI election ends with unsatisfying results

Smith defended the requirement and said that disagree and commit is a "pretty common standard in the corporate world"

Disagree that a signed commitment is common. Having been made sit through a week of training by the Australian Institute of Company Directors, Directors should not conceed to terms which impede the legislated Duties of Directors. Directors have a individual responsibility to meet their Duties which is not voided by collegiate decisions made by the Board. There are clearly scenarios where a Director's Duty may require a public statement at odds with prior public statements of the Board.

Public statements by Directors already need to meet the Duty to "act in good faith in the best interests of the company and for a proper purpose."

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Disagreement of board members made public

Posted Mar 25, 2025 13:08 UTC (Tue) by jzb (editor, #7867) [Link]

Disagree that a signed commitment is common.

I don't think he was saying a signed commitment is common for corporate boards, etc. Having worked for more than one company that embraced the idea, what I took him to mean is that "disagree and commit" is a standard practice for decisions made at companies. e.g., if the company decides it's going to phase out Product A in favor of Product B, the people who championed "A" need to commit to the decision after it's made.

FWIW, that's a reasonable practice generally—it can be harmful if a company has individuals or leaders who continue to argue against doing something that's been decided. It can also be reasonable in communities, where you might have one or more holdouts after a community has decided to do (or not do) something and somebody keeps arguing the point or trying to slow or block work.

But treating it as a gag order that prevents people from even giving their opinion if it dissents from the final decision. I'm not sure that is the best approach for an organization like OSI.