What Makes a Good Board Meeting?

Brad Feld has a great post on what makes a good board meeting this AM.

One somewhat subtle points he makes about having a dinner the night before is a good one and consistent with a lot of Brad's posts about stronger social connections to make the board more cohesive. It's easy for a board to get sideways on things like whether the CEO needs to be replaced or strategy on the next round, or other big decisions every startup faces.

In those instances, more communication in a different environment is useful and can prevent prolonged problems that end up making a nice exit a lot less likely. Once folks go sideways it's often much more difficult to repair. Time is really your enemy in a startup (time=months of cash burn until next round or exit) and if a board and CEO waste that time, it's damaging your chances of getting that good exit.

That said, the perspective though seems somewhat slanted toward what to expect from the CEO rather than what is expected from the rest of the board.

So one thing I would add is nothing is worse than a board member that just gives "good body temperature". i.e. I think it's important for investors to have well articulated views and data to support their advice on strategic choices the company faces. I think it's also important that when a CEO asks for investor help on an issue, it's incumbent on the investor to tap his/her own extended network to get the best help possible.

My point is, while a lot is expected of the CEO, the VC board members need to step up too and a lot of times they don't.

Here is an excerpt with more here.

My favorite board meetings have the following characteristics.

1. All board material goes out 48 hours in advance, including a detailed financial package and operating review of the business. This material includes any administrative stuff (draft 409a report, options grants, compensation stuff, audit stuff, prior board meeting minutes.) Everyone reads this in advance – if the materials go out 48 hours in advance there’s no excuse to have not read it.
2. There is a dinner the night before that is at least the board and the CEO. Sometimes it includes non-CEO founders; other times it includes various members of the leadership team. This is a casual dinner (e.g. not expensive or full of pomp and circumstance) – a chance for everyone to catch up with each other. If the board meeting is an afternoon meeting, sometimes you can pull off a lunch prior to the meeting that acts as a proxy for the dinner, or a dinner after, although I find the dinner after to be much less helpful.
3. The first 30 minutes of the meeting are administrative. Everyone settles down, you go through any formal board business, discuss it, and get it done. Often it takes five minutes (which gives you 25 minutes for the strategy stuff); sometimes it takes the full 30 minutes. I can’t think of a case where it has ever needed to take longer.
4. The CEO then puts up one slide summarizing prior period financial performance and asks if anyone has any questions about the board package. This discussion takes however long it takes.
5. The CEO then puts up one slide with the issues he’d like to discuss. These are bullet points that are crisp yet detailed enough to know what the issue is. This is then the bulk of the meeting.

Some CEOs are capable of running a 2+ hour discussion off of one slide (I love these guys). Others need slides to prompt them through the setup for each topic (which is fine). Either way, the setup for each topic should be brief (five minutes at most) and the bulk of the activity should be a discussion. The CEO and management team is looking for board feedback, input, advice, and guidance. Ultimately, the CEO has to synthesize this and decide what he wants to do, but by engaging the board in an active discussion, the team will generally get useful input as well as discover where there might be additional domain expertise around the table on the particular issue.

I’ve found that the more time that is spent on #5, the more impactful the meeting is. Obviously, it’s difficult for people on the phone to engage as effectively, which draws them into physically attending the meeting, or not participating.