The vote was 14 to 1 in favor, yet the motion failed. Why? Because the body voting is the United Nations Security Council, where five permanent members enjoy veto power.

A company’s new strategic plan gets adopted after the management team votes 5-4 against. Why? The board preferences the votes of the CEO, CFO, COO, and CMO over those from leaders at VP level.

A political candidate wins office after receiving millions of fewer votes than his opponent. Why? It’s a U.S. presidential election, decided not by the popular vote but by the electoral college.

As these disparate examples make clear, decision rules matter.

From the boardroom to the dinner table, negotiators who understand the most common decision rules — majority rule, chair-decides and unanimity/consensus — and how to navigate each, can drive more favorable outcomes and increase their influence beyond their formal authority or power. In this piece, we offer best practices gleaned from decades teaching law students and advising business leaders, government officials, and non-profit executives.

Majority Rule

Majority rule requires more than 50% of a group’s members to approve a course of action. This type of decision-making governs everything from Supreme Court verdicts to the games children play at recess.

If you find yourself in a majority-rules scenario, you’ll want to do three things.

1. Map the interests of all the decision-makers. The group is not a single entity, but a collection of individuals. Consider both what each person cares about and the intensity of those preferences. Identify those whose interests are aligned with your own and establish and maintain communication with them until the votes are counted. Avoid the temptation to let the loudest voices dominate your thinking; the votes of the quiet carry the same weight.

2. Target influential fence-sitters. Start with those who might influence similarly situated “maybes.” These people can be easy to identify, but they might not be particularly invested in the matter at hand. Think about ways you might expand the set of issues involved in the decision to create opportunities for what negotiation experts call “linking” and “log-rolling” — that is, addressing influencers’ related interests in exchange for their support on your primary one.

Consider the story of activist investor Engine No. 1, a hedge fund that holds less than 1% of the shares in energy giant ExxonMobil, a company in which shareholder majorities elect the board of directors. Management-sponsored slates of prospective candidates have historically sailed through, but in 2021, Engine No. 1 shocked the financial world by nominating four directors (out of 12) based on their climate bona fides, three of whom were eventually elected. The strategy worked because Engine No. 1 founder Chris James had secured the support of Exxon’s second-largest shareholder, BlackRock, and its CEO, Larry Fink, who said the time had come to “confront the global threat of climate change.”

3. Tailor your message to reach the people you want to reach. At the same time, James noted, “This isn’t really about ideology; it’s about economics,” which illuminates a final point on making your case in majority-rule situations.  He was employing what Harvard Business School’s Jim Sebenius calls “acoustic separation” – that is, tailoring a narrative to the perspectives of the people you’re recruiting to your coalition.

Negotiators can use this tactic to harnesses their target audience’s perspectives, interests, and language to craft a case that resonates. Consider another example from the U.S. Supreme Court under the leadership of Chief Justice John Roberts. In his opinion for the 5-4 majority in the landmark case National Federation of Independent Business v. Sebelius (567 U.S. 519 ((2012)), Roberts asserted that the Affordable Care Act (Obamacare) successfully toed the constitutional line because “such legislation is within Congress’s power to tax.” This novel interpretation of the health care legislation’s individual mandate created space for Justice Elena Kagan, an uncommon ally, to join his opinion and strengthen the Court’s institutional reputation in the process.