CMC (IIMC): The Shortlist That Wasn't Independent

Disclose in writing before the demos, not after.

The deciding factor is not whether you can be objective - it is whether the selection can survive scrutiny. You designed the requirements and the scoring weights, so every later challenge to the outcome will run through you. A conflict disclosed in week two is a nuisance; the same conflict discovered by the client in week nine, or by a losing vendor during a debrief, destroys the recommendation and your reputation.

Concretely:

• Send a dated written notice to the COO and the engagement sponsor naming the relationship, the date you learned of it, and the fact that it post-dates the engagement.
• Tell them the COO's statement to the board now needs correcting, however awkward, and let them own the correction.
• Offer a menu rather than a resignation: (a) you continue but are walled off from all contact with that vendor and an independent evaluator scores it; (b) the client appoints a co-evaluator for the whole process; (c) you hand over the file and refund the unearned fee pro rata.
• Decline your brother-in-law's offer of silence. Agreeing to conceal it converts an innocent conflict into collusion, and he has his own disclosure duty to his employer.
• Record all of this in the file, including what you offered and what the client chose.

Only conditionally, and never as the sole mitigation.

Abstention addresses the scoring step but not the three steps that shape the outcome: you wrote the requirements, you set the weights, and you will write the recommendation narrative. A vendor can be disadvantaged by a criterion long before anyone scores it. Keeping the full fee while the client absorbs the credibility risk also misprices the remedy - the client is buying less independence than the contract implied.

So the test is whether a sceptical third party, shown the file, would accept the arrangement. That requires:

• An independent evaluator with no connection to you, named in writing and approved by the client, scoring that vendor and reviewing the criteria for bias.
• Your complete removal from communications with that vendor, including demo Q&A and clarifications.
• A written record of the mitigation in the board papers, so the correction is on the record rather than buried.
• A fee adjustment reflecting the reduction in your scope.

If the client wants a clean process and no paper trail of compromise, the honest answer is that you should step off the engagement. Say that explicitly and let them choose. Do not let the go-live deadline become the argument for doing nothing.

A workable clause has four parts.

Definition. Conflicts include financial interests, family and household relationships, recent employment, and any arrangement that could reasonably be seen to bias the work - not just the ones the consultant judges material. Reasonableness and perception are the standard, because the client's risk is reputational, not just analytical.

Affirmative, continuing duty. Disclose at signing and notify within a set period (say 48 hours) of any change during the engagement, including changes in the consultant's household or the client's counterparties. Your case turned on a fact that changed mid-engagement, and a one-off signing declaration would not have caught it.

Escalation path. Name the recipient of disclosures (sponsor and legal, not just the day-to-day contact), and require a written decision from the client on how to proceed. This prevents a single manager quietly absorbing a problem to protect a deadline.

Remedy ladder with fee consequences. Agree in advance what happens if a conflict emerges: mitigation, substitution, or termination with pro-rata refund. Negotiating the exit while calm is far easier than negotiating it in week two of a live procurement.

Add a mirrored clause on confidentiality of the client's selection data, so vendors and the board see the same discipline.