Workplace romance: When boards must step in

Coldplay-Gate was a standout moment in 2025. Astronomer’s CEO and chief people officer were caught on camera in an intimate embrace during a Coldplay concert and left the company within days.

More recently, in Singapore, PropertyLimBrother’s CEO and chief strategy officer both resigned “with immediate effect” after an internal review amid online rumours of their relationship. In both cases, they were each married to someone else.

Office relationships may be inevitable when colleagues spend much of their time together. However, when a non-executive director dates the chief financial officer, or the head of procurement romances a supplier, or the CEO dates a subordinate, each situation creates different governance challenges.

When people in positions of power hide relationships, conflicts of interest arise. The question is, when do they become the board’s problem? What should directors actually do about it?

Why it matters

CEO and senior management relationships with subordinates create acute board-level risks, with the implication that the board approved compensation packages without knowing that the CEO has a material conflict. Every decision becomes suspect – salary, promotions, performance reviews and project assignments.

Management relationships with subordinates typically start as human resource (HR) territory but escalate when they involve senior executives, create organisational dysfunction, or expose the company to legal risk.

HR manages such transgressions according to policy, but boards need oversight when senior management is involved or when conflicts of interest cannot be managed.

Peer relationships between employees at similar levels generally remain HR matters unless they affect workplace dynamics or involve access to sensitive information. Two software engineers dating rarely need board attention. Two investment bankers on the same deal team might, depending on information access.

At the board level, director relationships raise concerns that directly call into question the board’s ability to provide independent oversight. Even relationships between independent directors affect board dynamics.

When intervention is necessary

Relationships involving power imbalance, oversight responsibilities or material decision-making authority require board governance.

Supervisor-subordinate relationships compromise objectivity in compensation decisions, promotions and performance management. This affects everyone working alongside them. When a colleague’s romantic partner controls their bonus or advancement, workplace fairness becomes an issue.

Three factors determine when boards must intervene: seniority level, degree of conflict and control effectiveness. CEO, C-suite and director relationships require direct board oversight because these individuals report to the board or influence oversight functions.

But what about non-supervisory CEO relationships? The disclosure framework should still apply. Even peer relationships at the CEO level create risks, including information access, influence over strategic decisions and perception of favouritism. The threshold for disclosure should be lower for senior executives and directors, not higher.

Severe conflicts may require board intervention even for lower-level personnel. When relationships create legal exposure – harassment claims, discrimination concerns, regulatory questions – boards need visibility. Control failures are board concerns, even if the relationship itself might be managed through policy. Systemic HR failures escalate to the board.

What boards should do

CEO and director guidelines should explicitly require immediate disclosure of any workplace relationship that creates a conflict of interest, with clear consequences for non-disclosure. For broader management, policies should specify disclosure requirements for relationships involving supervisory authority, compensation influence, or sensitive information access.

BP now requires its top 4,500 managers to disclose all workplace relationships from the past three years, a clear signal that disclosure is not optional.

Boards should establish protocols before issues arise. Which board committee handles C-suite disclosures? Options include reporting line changes, recusal requirements, role transfers and termination.

When does HR escalate to the board? Documenting the framework encourages disclosure because people know what to expect, and ensures consistent decisions when issues arise.

Boards almost never learn about problematic relationships through voluntary disclosure. They learn from whistleblowers or the media only after damage is done.

The distinction between voluntary disclosure and discovered relationships matters. Voluntary disclosure demonstrates understanding of obligations. The relationship may still create unmanageable conflicts, but disclosure shows appropriate judgment. Sometimes the answer is straightforward – adjust reporting and formalise recusals. Sometimes someone must leave.

Discovering undisclosed relationships is different. The issue is deliberately withholding material information from the board.

This breach of trust usually makes continued oversight untenable. Termination should be clearly documented as arising from disclosure failure itself, not the relationship. The distinction matters: boards do not police personal lives, but they require transparency about material conflicts.

Can boards force departures? Yes. The CEO who hides relationships breaches fiduciary obligations. For disclosed relationships creating unmanageable conflicts, boards can require reporting changes, mandate recusals, or require role transfers. The response should match the conflict’s severity.

For Singapore companies competing globally, governance rigour is a competitive necessity. The Code of Corporate Governance emphasises director independence and the management of conflict of interest.

The Companies Act imposes disclosure obligations for director interests. These establish the principle that directors must disclose anything affecting independence or creating conflicts of interest in their duties.

Boards have to step in when office relationships cannot be handled through existing HR policies. This means distinguishing relationship types, embedding appropriate disclosure requirements, establishing clear protocols and exercising documented judgment.

For Singapore’s directors, effective governance requires clarity about when office romance becomes a board-level concern.

The writer is a member of the accreditation committee of the Singapore Institute of Directors.

Source: The Business Times © SPH Media Limited. Permission required for reproduction.

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