The King is dead, long live the King! 

Loyalty is not just required, it is essential, particularly from C-Suite executives.

Executives may have differing approaches, and see things another way but a leader must be able to count on their commitment and loyalty.

When that is no longer dependable, when antagonism becomes hostile, the bough breaks.

When a boss has to second guess his top executives’ fealty, it tends to end one way.

Remember Carlo Rizzi’s betrayal of Sonny Corleone in The Godfather?

Long-serving general counsel for the Sandals Group Dmitri Singh has decided to sue his boss Adam Stewart, the son of his former boss Gordon “Butch’ Stewart who founded the Group.

Both Adam and Butch Stewart reward their executives and see to it that they are well taken care of. To whom much that is given, much is expected.

Dmitri Singh was trusted and his duties extended to beyond legal responsibilities as he sat on the Board of some of the Group’s companies.

When the Chairman Gordon ‘Butch’ Stewart passed away in January 2021, it was a harrowing time for many closely associated with the Group. A father figure and well-loved leader had departed.

For many years before he died, he made it clear that his son Adam Stewart would succeed him. Now 42, Adam was made CEO at just 25 and through the years had the confidence of his father.

The succession was seamless, Dmitri Singh and all the top executives would report to Adam Stewart going forward. He was now formally named as the Executive Chairman.

Since his ascension, the will and intent of Butch Stewart have been contested by his common-law wife Cheryl Stewart and the matter has become acrimonious, battle lines have been drawn and many of those with vested interests have repaired to their respective corners.

Perhaps the most vexing situation surrounds the Cromwell Trust. Dmitri Singh was on the Board of that Trust which determined who would get what according to the terms of the will.

In his affidavit, Singh writes: “In September 2021, the Board of Cromwell (including me) made a decision to which, as I subsequently learned, Adam was thoroughly opposed. I do not go into detail at this stage because the affairs of the Trusts are obviously confidential and I am concerned not to breach my duties, or the duties the Trustees owe.

“In or about March 2022, Adam invited me to a breakfast meeting at the AC Marriott Hotel. During that meeting and to my surprise, Adam offered to give me US$2 million. Based on what I know about Adam, including his position in relation to the said decision, I inferred from that offer that, if I accepted it, Adam would expect me to support his interests in carrying out my functions as a director of the Cromwell Board.

“Such a payment and such an approach did not seem at all appropriate to me. I therefore refused the offer. I explained to Adam that it would compromise both of us. Being put in this position by Adam caused me severe emotional distress because, for the first time in all my years working with the Group, I was forced to make a decision between serving my conscience and serving my boss.

“I then came under increasing pressure to revisit previous decisions made by Cromwell. This came both directly from Adam and also from new directors of Cromwell appointed by Adam.”

This is a serious utterance made against your boss more so in the capacity as General Counsel for the Group. In such a capacity one is privy to information and actions which should never be divulged. A boss must always depend on the discretion of his counsel and must rely on that legal eagle not to disclose every interaction they have, particularly when it can be injurious to the reputation of the head of the company.

Dmitri Singh goes on to say “that since January 2023, Adam Stewart and Sandals Resorts International (SRI), “have taken various actions, which I believe are calculated to:

(a) marginalise, intimidate and humiliate me,

(b) reduce my functions and status in the Group, and

(c) access my electronic files, documents, emails and other communications without my knowledge and/or consent.

“Having assumed the role of Executive Chairman of Sandals, Adam has exercised significant control over the company and its actions. Decisions and actions relating to members of the executive are generally done on his instructions or with his approval. I have no doubt that the Defendants’ actions against me were done on Adam’s instructions or with his express approval.”

There can be little doubt that there is acrimony here. Singh has the notion that Adam Stewart was particularly punitive against him because he could not secure his support and loyalty. 

Adam Stewart is not his father. On taking over from Butch Stewart, a new approach would have been expected. The Group was formed many decades ago and has evolved into one of the most dynamic and diverse group of companies in the Caribbean. Adam Stewart is a millennial and has a perspective on where he wants to take the Group in the first quarter of a new century. Butch Stewart had a particular leadership style, Adam Stewart is intent on forging his own. It was never going to be a case of status quo. 

With a new leader, one should expect changes, new people rising, and certain personalities having the boss’ ear.  For many years, Dmitri Singh had Butch Stewart’s ear and confidence, that’s how he was able to rise to prominence. However, with a new dawn comes a new day. When lions take over a pride, they kill the cubs and run off adolescent males and look to their own brothers. When football managers are appointed, they take on their duties with their own assistants and personnel. It is the prerogative of leaders – it has always been that way. 

A new leader will always look to ascertain what value existing executives bring and how loyal will they prove because in order to go forward successfully, the boss needs to count on these attributes.

One can see how this all unravelled for Dmitri Singh and his constancy was questioned and found wanting.

“In or around February 2023, Adam’s personal assistant, Mrs Kerry Miller came to me, while I was attending a meeting at Sandals’ office in the Bahamas. She told me that Adam wanted me to surrender my computer and mobile phone for the purposes of an investigation allegedly being carried out by an Information Technology Consultant. She also told me that John Lawrence had agreed to surrender his computer and phone.

“I refused to hand over my mobile phone. A few minutes after, Mrs Miller asked again, I refused again.

“I did not believe that this was a legitimate investigation for Sandals. I believe this was an attempt by Adam to put pressure on me to meet his own personal ends in relation to Cromwell and the Trusts. So far as I am aware, no such investigation was being carried out. I think Adam wanted to get my mobile phone because he knew he had sent me WhatsApp messages, some of which were unrelated to the business and affairs of Sandals, that he regretted and he wanted to find out if I still had them,” reads part of Dmitri Singh’s affidavit. 

Pause and consider. Your boss asks you to hand over company property for an investigation and you refuse? What is the boss expected to make of that? If you have nothing to fear and your loyalty cannot be questioned, why not hand over the items in question more so in order to assuage your boss’ fears? Now this has turned out to be a real case of tears for fears.

If you have an inkling that the boss doesn’t think you are in his corner, suspects that you question his authority, that you don’t have his best interests at heart, doesn’t it behoove you to remove that apprehension? 

Singh says he was not invited to meetings with senior executives in the Bahamas, that he was excluded from confidences, that he was left out in the cold. But is it any wonder?  If a boss loses confidence in you, and doesn’t feel that he or she can count on your support, then more likely than not you will be banished to the naughty boy’s corner, no longer regarded as one of us. It is a story as old as time.

As they say, you make your bed, you lie in it. Actions have consequences.

There are times when you have to face it, you are in an untenable situation and rather than remain indignant, face the reality and come to terms with it.

The tides were shifting for Dmitri. Here he balks when he is told he has to report to the Managing Director and not as he had done in the past, directly to the  Chairman. When you don’t own the company and are not a significant shareholder, you are an employee and your status remains at the behest of your boss. All executives should be au fait with this but Dmitri Singh, by his affidavit, somehow fails to accede to this cardinal rule.

Much to his chagrin he recounts being unfairly treated stating, “as I indicated in this affidavit, from the time I was appointed General Counsel, I reported to the Chairman of Sandals. This was first, the Founder, and then more recently Adam.

“On July 31, 2024, I received an email from Sandals’ Managing Director Stephen Blackburne indicating I should now report to Conor Lawler, the Chief Financial Officer (a position below the Executive Chairman and of equivalent status to mine). After sending this email, Mr Blackburne called me to inquire whether I had received it. During that call, I informed him my contract stipulates that I report to the Executive Chairman. Mr. Blackburne was not able to give me any explanation for this significant change in position and instead said repeatedly that he cannot discuss the matter with me. To date, no one has addressed this issue.”

Dmitri keeps failing to recognise there is a new sheriff in town and that sheriff will be going about things differently. He refused to pay attention to the writing on the wall.  You always serve at the pleasure of your boss. If your boss doesn’t rate you, has little time for you that will be manifested. You have to ask yourself the question why? 

The General Counsel grouses that Adam Stewart and Sandals chose not to take his advice on a number of matters. Giving advice doesn’t mean your boss has to take said advice. That is only determined by the boss’ discretion. Indeed an employee’s advice may be heeded then again it might not. 

I am an admirer of the leadership style of the fictional character James T. Kirk, the captain of the starship Enterprise. There is a lot to be learnt from him. One line from him that has always remained with me is, “ One of the advantages of being a captain is being able to ask for advice without necessarily having to take it.” 

Laptops, computers, phones, and equipment used for work are all company property and the company has the right to have access to what in effect is theirs. Your personal phone is just that – personal, and you don’t have to hand it over to the company on request. Company property is a different matter. The company can come to your house take away your company car, demand your laptop, and remove yourself from the house you live in which belongs to the firm.

If you have a laptop and the company puts tracking software on it, then that is its right. Big companies with a lot to lose tend to monitor the computers of their executives. Sandals is no exception. It has a policy in place which it adheres to, understandably so. There can be no exception for any employee. No one is permitted to act indiscriminately. Companies will always be looking to insulate themselves against any perfidious activity.

Again Dmitri Singh, from his claim, doesn’t seem to grasp this. 

“Sandals has long provided me with a desktop computer that was assigned to me, and used exclusively by me at my office at 38-42 Lady Musgrave Road (AC Marriott Hotel). Both Sandals and Adam permitted me to use this computer both for the email account that Sandals assigned to me, and to store and convey personal documents, information and communications, including communications to third parties that were protected by legal advice privilege.

“On a date unknown to me “Teramind” software was installed on my computer without my knowledge or approval. Teramind is a type of spyware. I only became aware that it was installed on my computer when I received an email from Sandals’ Corporate Director of Information Technology, Stuart Delapenha, on August 8, 2024.

“I understand that this spyware software allows the Defendants to access information on my computer as well as emails sent to and from the email account Sandals assigned to me. It also has the ability to capture all keyboard activity and every individual keystroke entered therefore enabling it to record all information entered into my computer, including, for example, the passwords to my private email accounts. As I say, the Defendants were aware that I used this computer and email account to store and convey personal documents, information and communications including communications to third parties that were protected by legal advice privilege.”

“I engaged the services of a cyber security analyst and digital forensic expert who will provide a report on this issue. I will apply for permission to have this person appointed as an expert in these proceedings.

“I do not believe that this is the first time that Adam would have improperly accessed other people’s information.”

What has to be considered here is who owns this computer. This is a situation reminiscent of Hillary Clinton and the emails on her computer which got her into hot water. Singh says here that Sandals provided him with a desktop computer so one can safely assume it therefore belonged to Sandals and the company can have access to it at any given time. It would be a different story if it were a personal computer. An attorney, more so than anybody would understand the need to protect and prevent the dissemination of company information. Can this be deemed unreasonable in this case? 

Sandals has a clear policy that reads: “Users should expect no privacy when using the corporate network or company resources. Such use may include but is not limited to transmission and storage of files, data and messages. The company reserves the right to monitor any and all use of the computer network. To ensure compliance with company policies this may include the interception and review of any emails, or other messages sent or received, inspection of data stored on personal file directories, hard disks, and removable media.

Did Dmitri Singh not get the memo? 

Data on company property is never ever your own. Many longstanding executives get lulled into a false sense of security with this one and forget that the rules apply to them also. If Dmitri Singh had information that he did not want out there in his capacity as Counsel for the Group and were private in nature, then why didn’t he place those on a private computer? If he had done so he would have had every right to be incensed by the invasion of his privacy.

The element of trust between Adam Stewart and Dmitri Singh was clearly broken. Perhaps it would be better if they went their separate ways and Dmitri Singh sought employment elsewhere. It is patently clear that he is not wanted at Sandals while Adam Stewart is in charge. He is willing to fight Adam in court but that only serves to show that he didn’t hold his boss in high regard and that if the Executive Chairman had reason to be wary or sceptical about him, they are now justified. 

It is rather telling what Dmitri Singh concludes in his affidavit to the Civil Division of the Supreme Court.

“I am advised by my Attorneys-at-Law and verily believe that some of these actions breach my constitutional right to protection from search of my person and/or property as well as my right to privacy. I did not consent to or approve of the Defendants accessing my private information or intercepting my communications, and those actions are not justifiable.

“Additionally, the Defendants’ actions in diminishing my role, responsibilities, functions and status in the Group have caused me to emotional distress. It has also resulted in damage to my reputation by being disregarded and humiliated in this manner before other members of staff. These purported changes to my contract were never discussed with me and I did not agree with them. I believe the only reason for this significant change in my status in the company is my refusal to accede to Adam’s personal wishes in the affairs of Cromwell and the Trusts.

“I have been advised by my Attorneys-at-Law that these actions are calculated and deliberate attempts to force me out of the company and to leave me with no option but to resign. They individually and cumulatively constitute fundamental breaches of my contract of employment and therefore constitute a constructive dismissal.

“I have informed the Defendants that in light of their actions, I will continue working under protest  to allow the parties an opportunity to make alternative arrangements and a smooth transition.” 

The American author Stephen Covey once said,  ‘Trust is the glue of life. It’s the most essential ingredient in effective communication. It is the foundational principle that holds all relationships.” 

Wise words.