The role of the CEO: Managing your board of directors

Managing your board effectively can help you and/or your company:

  • Get strategic and operational feedback on key areas.
  • Source and close candidates, particularly executive hires.
  • Assess talent at the company ongoing.
  • Get help with fundraises, and ensure that your board members are aligned to help you close additional capital. (This isn’t always the case!)
  • Be coached as CEO.
  • Ensure the right person is in place as CEO.

Board meeting structure

Your board meeting structure 1 is likely to change over the course of the company’s evolution, as you move from an early-stage venture struggling for product/market fit 2 to a more mature organization preparing to go public. For an early-stage company, board meetings may be primarily about reviewing a handful of fundamental metrics (e.g., “Are we running out of money?” and, “is our product working?”) as well as broader strategic input, organizational advice, and hiring help for the CEO and executive team. Later-stage board meetings tend to broaden to include advanced strategy questions (e.g., M&A and other conversations).

The larger the board is the harder it will be to manage it and keep it both focused and productive. Just as scaling your team from 10 to 10,000 people changes how you communicate with and manage them, growing the board also changes the conversations and communication styles you need to use at the board level. The hard part is ensuring that meetings remain productive and useful for the company.

Remember, board meetings exist to (1) help the company and (2) provide proper corporate governance for all classes of stock.

In order to make a board meeting effective, the CEO should try to do the following prior to the meeting:

1. Send out the board deck and other materials at least 48–72 hours before the meeting. You want people to have a chance to review it in advance. 3

2. [If you have three or more non-founder members only] Call board members in advance for a 30- to 60-minute 1:1 briefing. This allows board members to give input (and, in some cases, vent) in advance of the board meeting.

3. [If you have multiple board members only] Plan a board dinner the night before, or lunch/dinner right after. While optional, these dinners are an opportunity for board members to form bonds with one another and potentially with you and your team in advance/after the meeting. This works best if your board members are from another geography and need to fly in—otherwise they may not have the time or interest.

Board meeting agenda

Once you’re in the meeting proper, it will likely include the following items:4

1. Board business. This should be short. Get it out of the way quickly.

2. Big picture summary. A short, high-level overview of the state of company.

3. Quick review and discussion of key metrics. You’ll want to pay particular attention to those metrics that impact company strategy. These metrics should all have been in the slides sent out 48–72 hours earlier.

4. Follow-up items from last meeting. You can also do this section after the strategy topics. Really what you want is a large block of time to focus on strategy.

5. Discussion of 2–3 key strategy topics important to company. These topics and background on them should have been in the slides sent out 48–72 hours earlier.

The bulk of your time should be spent on #5. Your board members should have reviewed the materials in advance. If you have a larger board, you should have called each member prior to the board meeting for a quick discussion/queue-up of the strategic topics. This allows you to avoid a long rehash of metrics and background that eat into the discussion time.

You can have various members of the executive team attend all or parts of #2–4. Navigate carefully, though: invitations to board meetings can start to become politicized and a sign of the relative importance of members of your executive staff. Be thoughtful about who to invite and why.

Board observers and random people showing up to board meetings

Some venture firms will ask more junior members of their investment teams to show up along with them at board meetings. Or, they may bring more senior partners to sit in if your company is doing well. Don’t tolerate random people showing up. A board meeting is not open to whoever the venture firm wants to include. If the firm wants an additional member to attend—e.g., a junior partner who can help with follow-up for your company (and these people can occasionally be quite helpful)—negotiate parameters with your VC partner. What are the expectations on the junior person’s role at the board meeting? Will the board observer have the right to speak up? What specific items will she help with?

Mark Suster has a good post on board observers. 5

Other board interactions

Depending on your relationship with board members, or on their inclinations, board members can help you with a variety of items outside of meetings too. You might ask a board member to spend extra time with a member of your team or to work with a key function to help it run smoothly. For example, a board member with significant experience taking companies public or managing public companies as CFO could help coach your CFO or her team. Board members can also be valuable for 1:1 conversations with you or your executives on key strategic questions, management and organization, or other items. Board members can also help with interviewing or recruiting key executives. 6

  1. Mark Suster has a good post on holding better board meetings. See []
  2. What Marc Andreessen calls “the only thing that matters.” See[]
  3. For good examples of board decks, see [ and]
  4. Sequoia’s Bryan Schreier has a useful post on preparing a board deck. See []
  5. See []
  6. For more readings on board meetings, see[ ; ; ;]