PACT Academy Building, Leveraging and Communicating with your Board and Advisors December 8, 2010 George Marks, Co-Founder, Robin Hood Ventures Tom Olenzak, Venture Partner, Safeguard Scientifics John M. Ryan, President, Devon Hill Ventures Rob Weber, Managing Director, Antiphony
Congratulations! 1. $$ raised 2. Expectations running high 3. New Board in place And, with apologies to Michele Pfeifer and Alec Baldwin… 2 PACT Academy - Boards December 8, 2010
“Married to the Board” The Five “Stages” 1. Romance or Honeymoon 2. Reality 3. Accommodation 4. Transformation or Success 5. Exit 3 PACT Academy - Boards December 8, 2010
Romance or Honeymoon Stage • Understand your new situation as a CEO with a new Board – responsibilities – investor protections – authorities – you and board, limits, etc. • Think fully about a governance process – plans, budgets, goals, metrics, reporting, financial systems, responsibilities, etc. • Think about working with the board – frequency of meetings, regular agenda items, special agenda items, advance materials, other contacts John Ryan 4 PACT Academy - Boards December 8, 2010
Reality Stage • Conduct of the meetings – preparation, advance materials, presentation materials, participation, discussion, listening • Staff participation – CFO, COO, others • Executive sessions – pros and cons • Other Director Contacts – Key director – Friend-director John Ryan 5 PACT Academy - Boards December 8, 2010
Accommodation Stage • Relations with the board and directors – No surprises!!! Transparency, openness, visibility, predictability – Performance measures, reporting frequency – Dashboard – key financial and operating measures, comparison to budget, re-projections of quarter and full year – Flash Report • Special analyses • Staff assessments • Regular consideration of risks and steps to reduce them John Ryan 6 PACT Academy - Boards December 8, 2010
Transformation or Success Stage • Managing the Board during times of success – Their value is to help keep your eye on the ball – Focus on key risks • Managing the Board during times of challenges – Be open and honest – Tap into their experience and contacts • Preparing for a successful exit – You have board members who have done it before – An exit is a process from Day One, not a single event • Preparing for a wind down – Fiduciary duty is paramount Tom Olenzak 7 PACT Academy - Boards December 8, 2010
Lessons Learned • Constant, Clear, and Complete Communication is Key – No surprises • Set expectations early – Participation – Compensation • Make board meetings productive – Minimize “reporting” and maximize discussion – Board Members create the most value outside the boardroom Tom Olenzak 8 PACT Academy - Boards December 8, 2010
Exit Strategy • When – and how - to change the Board • When – and how - to change Management George Marks 9 PACT Academy - Boards December 8, 2010
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