Positioning The Board For '#Metoo' Focus

Author:Mr Michael Peregrine
Profession:McDermott Will & Emery

The board of directors should anticipate, and take proactive steps to respond to the possible expansion of the "#MeToo" social responsibility movement to the health care industry.

The board's interest is grounded primarily in its overarching fiduciary responsibility for the oversight of workforce culture. It is supplemented by the board's responsibility to preserve the reputation of the corporation as a critical strategic asset. In that regard, it is one of those unique issues for which the board can justify assuming the leadership role on behalf of the organization, working in consultation with (not deferring to the action of) its senior executives.

Several of the most recent developments have included explicit suggestions that key elements of leadership (e.g., the board, senior executives, the office of general counsel) were either inattentive to warning signs of sexual misconduct, or more deliberately "turned a blind eye" to such warning signs. In other situations, the scope and independence of internal review processes have been criticized for failing to protect the interests of victims. There are serious consequences, no matter the organization. And, in virtually each instance, the damage has extended beyond the...

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