Do you need a board?
Are you raising 1 million dollar plus? If so read on…….
Let’s say you’ve just raised 2 million dollars from a syndicate of early stage Venture Capitalists and Angel Investors.
You’ve boot strapped your idea, up until now you’ve survived 2 years with $400K seed and angel funding, you now have an MVP (Minimum Viable Product), paying customers, 10 staff and you’re starting to commercialise.
To date you and your co-founder have made all the decisions. The dynamic has now changed, as you have $2m of
“OTHER PEOPLE’S MONEY (OPM)”
A representative of the syndicate would normally join your Board to take an active role in your decision making process. Your advisory board will have a less active role at this point.
For you as a founder, all facets of operations should be in good shape. This means that not only are the staff well-suited to their jobs, and are productive, but that the Board of Directors is doing its job as well.
Staff look to the Board of Directors for guidance, support, and the tools and resources to do the work that is expected of them. A dysfunctional Board can derail a growing business, it doesn’t take long before staff and the daily operations of the organisation are affected.
You are also now an active member of the Board – that means you need to lift yourself out of the day to day detail and think strategically. A good Board member from your investment syndicate will help you do that.
WHAT TO DO
As a start, these are the basics:
• Board roles, what do they all mean;
• Executive Management who have accountability;
• Board Meetings; and
• Strategic ideas generation.
CEO’s, CFO’s, Chairman and Directors: what’s the difference?
You as the founder will be the CEO before and after capital raise. The investors (via their Board member) are looking to you to lead and grow the company to maximise their return on their investment.
Some investors will want a CFO (part time or virtual) to build a solid foundation of good financial practices. The best product market fit in the world will not protect you from bad financial practices.
A Chairman normally becomes relevant once you’re raising $5m +, to manage the Board as it grows.
Directors are nominated and appointed as part of a capital raise, normally via the Shareholders Agreement. Anyone appointed in this manner has the responsibilities of a Company Director, which in Australia includes personal director’s liability.
The people you hire as your executive management team will make or break your business as you grow. Your Board, as a starting point, should be spending the majority of its time focussing on sourcing and building this team.
This includes your head of Sales (Chief Revenue Officer), head of Marketing (Chief Marketing Officer), head of Operations (either a COO or CFO, see above), head of Product and head of Technology (Chief Technology Officer). This group is known as the “C” suite. Your co-founder may fill one of these roles.
At this point your Employee Share Scheme plan becomes front and centre.
For your business to grow, you need to understand how it is tracking against your validation points so you can adapt and change direction as necessary. By holding a well-structured
Board meeting, you will be able to see clearly which areas require attention.
It is recommended that you develop a standing agenda which include:
2. Board reports
3. Someone to run the Board meetings – for example a Chairman
Each Board meeting should cover:
1. CEO update
2. Outward looking – competitor analysis and market dynamics
3. Inward looking – market development activities such as sales and marketing
4. Financial & operational update
Someone needs to take minutes, which include action points to be addressed prior to the next Board meeting.
Strategic Idea Generation
It is essential for the Director to be involved in the business in order for them to understand the direction that it requires and create the framework for strategic ideas to develop and, more importantly, be executed on.
One of the main roles of a director is the CEO’s job description – thereby promoting accountability.
For many directors, they need to learn how to coach and mentor within their role, as they’re not involved in day to day execution. Finding an experienced director to lead the investment syndicate is one of the best assets your business can have.
4 METRICS THAT MATTER
# board members
An odd number will help if a vote is necessary
How many years of cumulative experience does your Board have in getting stuff done.
How often will you meet?
How much time do you invest?
How long will you spend on board meetings
How much time is taken up preparing the reports