How did Michael Woodford MBE Become the First CEO in History to Become a Whistleblower of his Own Corporation?
When you reach the very top of your career or personal aspirations, you can look back on all the effort, energy and sacrifice knowing 'it was all worth it'.
But how do you then sacrifice that very achievement, in the full knowledge your life will turn upside down, when you stumble across a scandal so big you cannot ignore it.
For Michael Woodford OBE, this was his reality. He became the first CEO in history to blow the whistle on his own company, Olympus. Without further ado, let's get to the bottom of what actually happened!
For 30 years, you had worked your way up the corporate ladder at Olympus, so taking the role of President and CEO must have been the pinnacle moment in your career?
It was, and my promotion had come on 1 April 2011, April Fools’ Day which, in retrospect, is somewhat ironic!
On the first official day in my new role I had greeted and addressed the annual intake of new graduate employees, at a time when Japan was still traumatized by the devastating earthquake and tsunami just a few weeks earlier. Foreigners were staying away, and the nation was in a kind of helpless lockdown, further perpetuated by the uncertainties of the unstable Fukushima nuclear reactor which had led to fears of widespread contamination. The dignified, stoic way that the Japanese people were dealing with these disasters reminded me of just why I loved the country so much.
I was now resident in the executive suite on the fifteenth floor, in my own grand office with windows overlooking the teeming, yet entirely organized, chaos of Tokyo. I was one of only four foreign company presidents in all Japan, but the only gaijin ever to have climbed the corporate ladder within the same company, and the only gaijin ‘salary-man’ to have made it to the top.
My appointment was made public in February 2011 and generated headlines in the financial media around the world. The Olympus stock price rose sharply in anticipation that the gaijin president would wake up this sleeping corporate giant, and deliver the financial expectations of a company with probably the best medical equipment franchise in the world.
We can only imagine the gut-wrenching feeling you experienced when you discovered the major fraud which had taken place over the past 20 years?
This moment is something I will remember until my last breath. Originally, I hadn’t believed the allegations against Olympus until questioning my former board colleague, Mori-san, who was the CFO and sidekick to the chairman, Kikukawa-san. I wasn’t going to allow Mori-san to escape my probing, asking him: ‘How could these mysterious acquisitions possibly benefit the company, much less our shareholders?’
Mori had fallen silent and I grew annoyed, then angry. I raised my voice and told him that I was the president, and he the vice-president of whom I was asking reasonable questions. These related to transactions with a value in excess of $1.5 billion. Still not getting any answers, I leaned towards him and looked him in the eye. Moving close to him physically, raising my voice and being so direct in my approach would in Japan be considered unusually assertive.
‘Mori-san,’ I asked. ‘Who do you work for?’
I imagined his response would be that he worked for Olympus, or that he reported to me. Momentarily, Mori’s mask fell away: ‘I work for Mr Kikukawa. I am loyal to Mr Kikukawa.’
That was quite possibly the first truthful answer I had received since we had sat down.
The temperature in the room seemed to drop, and I suddenly felt cold and numb. I was desperately trying to process his response. I felt an ominous mix of disillusionment and foreboding. I could also hear my wife, Nuncy’s voice inside my head: Why go to Tokyo? We have a good life here in the UK. Why change it?
Mori left the room. I then returned alone to my office wondering just what it was that I had stumbled upon. Something sinister had taken place in the past and I was now caught in its web. I wanted to walk away, to run, but knew that I could not. That the mainstream Japanese media had self-imposed a silence on the story to date was ominous, and only heightened my anxiety.
I knew by the way Mori-san had acted that there was something rotten at the top of the corporation of 45,000 employees, for whom as president I was responsible. I was going to have to deal with the situation myself, and quickly, but had no idea how. I had never felt more alone.
It can't have been an easy decision to risk everything by going to the Serious Fraud Office. What would you recommend others do in similar whistleblowing situations?
Let me try and answer this in a practical way, with a simple list of ‘Dos and Don’ts’.
- Ensure that you obtain good independent legal advice, and ensure your lawyer has a complete dossier of all the evidence you assemble.
- Take your time to collect as many facts as you can and you need to be and be detailed and forensic as you can be in the process – in making any allegations, the key issue for getting the truth out will be evidence.
- In the US formally report any suspected wrongdoing to the state or federal authorities, and consider doing likewise in other jurisdictions. This action will ensure in the US and UK, that you are protected by statutory whistleblower protection.
- Find a journalist(S) whom you can trust. It is a basic rule that, if requested, a journalist will protect their source. Furthermore, sometimes the investigative ability of media organisations can compare with, and in some circumstances be superior to law-enforcement or regulatory agencies. Respected media outlets won’t understandably publish or broadcast anything without some evidence, but the press are very much your friend and often it is only the bright light of publicity which ensures wrongdoing is eventually exposed.
- Remain focused and determined - your family will be put under extreme emotional strain and this is painful to witness, but you must always remember if you know of wrongdoing and then don’t report it, you become complicit and put yourself and your family at risk.
- Don’t lose sight of your own moral compass - you will receive a lot of opinions but ultimately trust your own judgement as in the end most of us know what is right and wrong.
- Don’t drink too much!
- Don’t expect too much of others - becoming a whistleblower is not like Noah’s Ark where you go around in two’s! It inevitably means you will be on your own, and you need to prepare yourself psychologically for a disturbing sense of isolation.
- Don’t be surprised by close colleagues you considered friends distancing themselves from you and when they do don’t let this affect your resolve. If you think you are right and have the evidence then you are doing nothing wrong - quite the reverse.
- Don’t give up!
Now of course, you speak regularly on your experiences, along with risk, ethical capitalism and social responsibility. What are the key challenges you see businesses facing in these respects?
The single biggest challenge for businesses is that when allegations of malfeasance are made, there needs to be a willingness at the top to ‘lift the stones’ and face whatever is discovered. It is the trying to hide such discoveries which can be profoundly more damaging than the original wrongdoing itself.
I am patron of the whistleblowing charity, Protect, and what this role has taught me is that individuals in organisations instinctively act in a tribal fashion to guard against any perceived attack on the entity. On such occasions, the moral compass is often discarded, regardless of wrongs or rights. It’s rather like the blind allegiance to a football team. It’s because of such mindsets that I believe passionately in the importance of independent whistleblowing lines.
If there was one message you wanted to leave your audience with, what would that be?
Accept the frailties of human nature and manage accordingly.
And finally, we know you're travelling a lot at the moment, but what's next for you?
I talk on the Olympus scandal to give an insight into what it is like when your life suddenly spirals out of control. I advise companies on workplace behaviours and run my charity, the Safer Roads Foundation (SRF) which has been a passion since I was a teenager.
To give you an insight into the Foundation, we provide practical examples of some of the numerous accident remedial schemes SRF has supported saving lives around the globe.
Whilst I may be best known as a former CEO of a global corporation or perhaps a whistleblower, the truth is that at heart I’m an ‘anorak’!
Thank you so much Michael, especially for that sound advice when faced with corporate malfeasance. And best of luck with the Safer Roads Foundation too.
For further information or to book Michael Woodford MBE, call us on +44 (0)20 7607 7070 or email email@example.com.
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