“We are all in the boat together and the only way we can help is if we know what is working and what isn’t. Intellectual honesty and transparency about the facts of our reality greatly improve our chances of success.” – John Vrionis, Founder and Partner at Unusual Ventures, an early investor in Pinterest and MuleSoft.
Why does a Board of Directors Matter?
Running an organization is a herculean task, which requires smooth communication between cross-functional teams and review processes for accountability and improvement.
This rings even truer for smaller organizations like start-ups, where the founders not only have to execute processes but also design and implement processes while balancing their responsibilities for the development of their organization.
The situation gets more complicated as startups begin to receive funding, as investors now have skin in the game.
To manage the interests of investors, a board of directors must be in place to execute their fiduciary duties towards the investors.
With startups, VC funds may appoint fund members to join the board of a startup to ensure alignment of goals.
Why do Board Meetings Matter?
To execute their fiduciary duties, the board of directors will have board meetings, where discussions on current strategy, financial performance, review milestones, and feedback for the continuous improvement of the company are provided.
Board meetings are a tool used to keep founders accountable and keep them working in the interest of the stockholders and the overall success of the company.
However, board meetings are often an unpleasant experience for founders, as they are long, grueling, and involve a lot of criticisms of the operations of the organization.
This can make the founders feel overwhelmed and alone on their path to executing the vision they have for the company.
To help founders relieve the anxiety that board meetings bring, we have created a list of FAQs that the board members may have from a founder, and some tips on how to approach the dreaded board meeting thus providing founders some perspective on the significance and necessity of board meetings.
FAQs
Before dwelling on the FAQs, it is imperative to note that the board members are not the enemies of the founders. Their job is to hold a founder accountable and focused on realizing their shared vision with the investors, and therefore the line of questioning employed in the board meetings will be consistent with the objective of realizing the shared vision of the founders and investors. In order to realize said vision the board members will scrutinize multiple organizational departments and their performance, like finance, sales & marketing, product development, human resources, and so on. The following section breaks down possible FAQs for each organizational department that the founders may have to be answerable for:
Finance
The primary concern for board members in a meeting is to understand how and where the money is being spent. This is because they have a fiduciary responsibility toward investors, who are providing funding. Questions may include:
What are the sources of QoQ growth in revenue?
Why do we have negative cash flows from operations despite recording a net income for the quarter?
How long does it take us to convert raw materials into cash? [Explain the cash conversion cycle]
Who are our biggest customers and how can we leverage them for further growth?
Is it possible to cut expenditures in certain areas in order to preserve financial strength?
Where are we losing money due to operational inefficiencies?
Because board meetings are usually held quarterly, it would be wise to present all data quarter-wise in order for improved comparability.
While the list can be added to with an endless amount of questions, the idea is that the founder is expected to have a full-fledged understanding of the company’s finances and have explanations for inefficiencies. The board members may make suggestions based on what they see and hear, and these will be used to formulate future strategies.
Marketing & Sales
This area is important for the board as marketing and sales are the engines of growth for any organization. The board will primarily be concerned with product positioning in the market, the market environment changes, and important milestones. Questions may include the following
How has our market positioning changed over the last few months?
Is the market environment conducive to growth or hampering our growth, and how do we leverage or mitigate this?
Are we on track with milestones or are we falling behind? If we are falling behind, how do we get back on track?
How do we get more eyeballs on us?
What are the results of the new strategies that we have undertaken?
Do we scrap any campaigns we have undertaken because of poor results?
Human Resources
An organization effectively is a group of skilled and talented individuals working towards a common goal, and additions/removals from the organization may have drastic effects on the working of the organization and ultimately its financial health. The many departments in an organization can be viewed as a microcosm of the organization as a whole, and therefore the board will be concerned with how they function too. Questions may include:
How are new members of teams adding value or supporting the function?
Is the organizational culture consistent across all departments or are different departments different culturally? Having different cultures within an organization is not inherently bad as long as it provides value.
Is the moral good? Issues like workplace bullying and harassment not only affect the organization internally but also externally, if these issues reach a public view.
Remuneration of founders, disbursement of ESOPs, and other forms of compensation may be asked about.
Product/Service Development and Management
An incredibly important area of questioning as the product/service is what the customers are going to be using at the end of the day. The board is likely to be concerned about the development of new products/services, improvements of existing products, and working with clients to ensure smooth and systematic adoption of the product. Likely questions could include:
How can the existing product/service be improved? Particularly important for SaaS companies that need to add patches and fix bugs.
Do we have any new products/services in the pipeline? How do they improve upon the previous products?
What problem does the new product/service solve?
Is the market ready to accept a new product/service? Is it necessary?
Miscellaneous Issues
Board members ought to be proactive when it comes to their line of questioning.
Despite their length, the founders can only present a limited amount of work in their decks and therefore board members may take up the initiative to ask more questions.
Some questions could come in the form of asking why certain procedures, metrics, or products have not been improved despite being addressed multiple times.
Other questions could come in the form of asking for a thorough explanation of the current economic and market environment and how it affects the organization.
Most importantly, long-term issues like regulatory issues which can affect the organization’s ability to continue, and/or other long-term problems will be addressed in questioning.
Conclusion
While it is impossible to predict exactly what the board will ask the founders for, approximations can be made based on what the board meant and ought to do. The sections above act as a comprehensive guide for founders to be ready to face their first or 100th board meeting. It is also important to note that presentation and other informational materials must be presented to the board in advance, for them to carefully evaluate the company’s progress and chart the path for growth.
With this post, we hope to remove the misconception that board members and founders are adversaries and that board meetings are painful. The truth is that board meetings are a crucial tool for evaluating company performance and prospects, and both founders and board members need to work together to meet their common goals- which is delivering value to investors.