Saying “No” to the CEO – How to protect integrity without losing influence

Andre Maia, Legal Director South America at Sibelco Group, explores how legal executives can turn the hardest conversations into lasting trust and influence. 

Anyone who is familiar with my viewpoint or has worked closely with me knows my stance that the legal function should be an enabler of business, not an obstacle. I often reinforce that our role is to say “how,” not “no.” But there are moments, and they are not rare, when saying no is exactly what must be done. Not to protect ourselves. Not to assert authority. But to preserve the integrity of the business and protect its ability to operate sustainably and ethically in the long term. 

Still, how that message is delivered can define the role and reputation of the legal executive. A poorly framed “no” often reinforces the perception of the legal team as detached, inflexible, or risk-obsessed. It shuts doors, weakens relationships, and limits influence. On the other hand, when the legal function delivers a firm and thoughtful objection, supported by strategic context and paired with alternatives, it elevates its credibility. It signals maturity, accountability, and alignment with the company’s goals, even when the message is difficult to hear. 

Saying no, therefore, is not a failure of business partnership. It is often the moment in which true partnership is tested. Legal leaders are not expected to remove all risks, but they are expected to frame risk in a way that enables decision-making. Saying no is part of that framing. The question is not whether to say it, but how, when, and with what posture. A message that comes too early, too often, or without options quickly becomes noise. But when it comes after real engagement, after understanding what is at stake, and after exploring the underlying business drivers, it can reshape the direction of a project or even save it from silent failure. 

Influence is not measured by how often you agree. It is measured by how well you are heard when you do not. A legal executive who consistently agrees or softens every risk eventually becomes invisible. Business knows when something does not feel right. And when the legal function fails to draw the line clearly, the trust it seeks to preserve is quietly lost. In contrast, when the legal function steps forward and says, “this cannot move forward in this format, however, here are two viable alternatives that achieve the same goal,” the respect it earns is lasting. 

One of the most effective ways to do this is to avoid binary language. “Yes” and “no” may serve legal clarity, but they rarely reflect the complexity of business decisions. Business leaders operate in gradients, they weigh trade-offs, timelines, and reputational impact. A legal response that mirrors this way of thinking not only earns attention, but also improves the quality of the outcome. Framing risk within a broader business context shifts the conversation from resistance to construction. Rather than shutting down ideas, the legal executive helps reshape them, exploring conditions, alternatives, and safeguards that make business goals achievable without compromising integrity. 

Other factors that shape the impact of a legal message are its timing and tone. Many legal executives lose influence not because of what they say, but because of when they say it. If legal concerns emerge only at the final stage, when commercial expectations have already been set, any objection is likely to be perceived as obstruction. But when the legal function is involved early, listens actively, and demonstrates genuine curiosity about the business rationale, its input becomes part of the process rather than an interruption. 

Tone matters just as much. Legal executives who communicate in defensive or self-preserving terms tend to undermine their own credibility. Messages that focus on shielding the legal team, avoiding exposure, or flagging theoretical risks often feel disconnected from the business. By contrast, when the legal position is anchored in the company’s broader purpose, what the brand stands for, what customers and regulators expect, among other considerations, it gains strategic weight. It becomes less about protecting a department, and more about upholding shared responsibility. 

None of this negates the importance of firmness. There are moments in which the answer is simply no, not under any terms, not with any workaround. But even then, how that answer is delivered determines whether the legal executive is viewed as a partner of integrity or as a barrier to progress. Integrity does not require rigidity. It requires clarity, courage, and consistency. 

Saying no is not a contradiction to being strategic. It is, at times, the highest expression of strategy. Because the ability to say no, and still preserve engagement, is what distinguishes legal executives who are merely present from those who truly lead. 

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