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www.firewerks.co 
GOVERNANCE FOR 
STARTUPS 
Richard Hughes-Jones 
31st July 2014
ABOUT ME
www.firewerks.co
www.firewerks.co
WHAT ARE WE 
GOING TO 
TALK ABOUT?
www.firewerks.co 
• Setting the scene 
•Why do you need a Board? 
• How to build a Board 
• How to manage a Board
SETTING THE 
SCENE
It’s all change in the start-up world... 
Are Boards still relevant?
Decision-making hierarchies 
are not a new concept
“Boards are important. They might not do the day to day 
work of company building but they set the tone at the top” 
“The ...
Credit: Mark Suster ‘It’s morning in VC’ on slidehare
WHY DO YOU 
NEED A 
BOARD?
www.firewerks.co 
The functions of an early-stage Board: 
• Sparring partner & ratification of key strategic decisions 
• ...
BUILDING 
YOUR BOARD
www.firewerks.co 
Experience Competence 
The 
Perfect 
Board? 
Personality Network
www.firewerks.co 
In the early days: 
• Series A – Founder/s / VC/s / Independent 
• Nature of Board control / relationshi...
www.firewerks.co 
• Write a Job Spec: 
• What expertise are you looking for – operating / market sales etc? 
• Ensure rapp...
MANAGING A 
BOARD
www.firewerks.co 
BEFORE 
• Get dates in the diary early 
• Produce a clear Board Pack and retain style – not more than 10...
www.firewerks.co 
CEO 
Update 
Financials 
Metrics 
KPIs 
Key 
Strategic 
Issues 
Risk 
Review 
Wrap-up & 
Actions 
10% 10...
www.firewerks.co 
Pre-meet Board Members: 
• Walk through your planned agenda & [Draft] Board Pack 
• Get reaction to stra...
DURING 
• Set a very clear agenda – and own it – you called this meeting remember 
• Get feedback on key financials and me...
www.firewerks.co 
Dealing with difficult topics: 
• Express options 
• Highlight pros and cons (and associated costs) 
• E...
MEETING END / AFTER 
• Record all important decisions: 
• Summarize key decisions and actions agreed before you leave 
• S...
TIPS & 
TRICKS
Sophisticated investors and senior advisors 
are surprisingly simple beings: 
• Enough information to make an 
informed de...
Manage expectations
You’re not expected to be an expert: 
Individual entrepreneur to leading a team
If you’re not looking forward to your next Board 
meeting then you are doing something wrong
THANK YOU
Strategy Workshop 
For Founders and C-team members, the 
Strategy Workshop provides you with a 
clear strategic roadmap fo...
Seedcamp Academy - Governance for Startups: how to build and manage a Board
Seedcamp Academy - Governance for Startups: how to build and manage a Board
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Seedcamp Academy - Governance for Startups: how to build and manage a Board

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Governance for Startups: how to build and manage a Board
Seedcamp Academy 31st July 2014

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Seedcamp Academy - Governance for Startups: how to build and manage a Board

  1. 1. www.firewerks.co GOVERNANCE FOR STARTUPS Richard Hughes-Jones 31st July 2014
  2. 2. ABOUT ME
  3. 3. www.firewerks.co
  4. 4. www.firewerks.co
  5. 5. WHAT ARE WE GOING TO TALK ABOUT?
  6. 6. www.firewerks.co • Setting the scene •Why do you need a Board? • How to build a Board • How to manage a Board
  7. 7. SETTING THE SCENE
  8. 8. It’s all change in the start-up world... Are Boards still relevant?
  9. 9. Decision-making hierarchies are not a new concept
  10. 10. “Boards are important. They might not do the day to day work of company building but they set the tone at the top” “The group that the CEO reports to has a big impact on the CEO’s mindset which trickles down” Fred Wilson
  11. 11. Credit: Mark Suster ‘It’s morning in VC’ on slidehare
  12. 12. WHY DO YOU NEED A BOARD?
  13. 13. www.firewerks.co The functions of an early-stage Board: • Sparring partner & ratification of key strategic decisions • Reviewing financial & operational performance • Mentorship • Planning and dealing with extra-ordinary events: M&A, fund raising, crises • Providing introductions, network effects etc http://www.bothsidesofthetable.com/2014/01/06/how-boards-need-to-evolve-over-time/
  14. 14. BUILDING YOUR BOARD
  15. 15. www.firewerks.co Experience Competence The Perfect Board? Personality Network
  16. 16. www.firewerks.co In the early days: • Series A – Founder/s / VC/s / Independent • Nature of Board control / relationships is changing • Remember you are not just taking investors money As the business grows: • More investors • Sector experts - a CEO from a comparative venture? • As your company grows so do your Board needs
  17. 17. www.firewerks.co • Write a Job Spec: • What expertise are you looking for – operating / market sales etc? • Ensure rapport and shared Vision for the business • What personal value will the Board member bring you? • Write a long list of potential candidates and filter • Use your network • Take your time to get it right – months not weeks
  18. 18. MANAGING A BOARD
  19. 19. www.firewerks.co BEFORE • Get dates in the diary early • Produce a clear Board Pack and retain style – not more than 10 slides (plus Appendices if essential) • Share content at least 3 days before • Clearly define the top 3 strategic issues that you want to focus on • Remember - a Board meeting is NOT an update meeting
  20. 20. www.firewerks.co CEO Update Financials Metrics KPIs Key Strategic Issues Risk Review Wrap-up & Actions 10% 10% 60% 15% 5% 2-3 hours (max)
  21. 21. www.firewerks.co Pre-meet Board Members: • Walk through your planned agenda & [Draft] Board Pack • Get reaction to strategic topics you plan to cover • Any Agenda items they would like to add? • The Golden Rule of board meetings is no surprises • The more time you spend educating your Board, the more valuable advice you get from them • ‘Managing’ a Board is all-encompassing – not just during the Board Meeting
  22. 22. DURING • Set a very clear agenda – and own it – you called this meeting remember • Get feedback on key financials and metrics early in the meeting • If clarification on numbers is required then take an Action to follow up • Avoid scope creep and the meeting becoming a talking shop – facilitate www.firewerks.co • Don’t let any one Board member dominate • Don’t leave the most important item to the end • How you manage your Board is (to them) a reflection of how you manage your business • Have a minute taker (great opportunity for rising star team member, if appropriate) and allows CEO to retain focus • REMEMBER: a Board Meeting is NOT an update meeting
  23. 23. www.firewerks.co Dealing with difficult topics: • Express options • Highlight pros and cons (and associated costs) • Express your opinion - you're expected to have an opinion • Bring team members in if complicated / technical issues require summarising
  24. 24. MEETING END / AFTER • Record all important decisions: • Summarize key decisions and actions agreed before you leave • Senior individuals will want to see them acted upon by the time of the next meeting (or if not, why not) • Important decisions & Actions emailed next day - full minutes within week • Ensure the resources required to service the Board - if you haven't then ask www.firewerks.co the Board for advice on how to get it • Go for dinner afterwards - keep it social • Frequency - monthly in years 1-2, every 6 weeks in years 2-4, bi-monthly or quarterly thereafter
  25. 25. TIPS & TRICKS
  26. 26. Sophisticated investors and senior advisors are surprisingly simple beings: • Enough information to make an informed decision • Clear & succinct • What’s the bottom line • Best / worst case scenario • Risks / mitigation
  27. 27. Manage expectations
  28. 28. You’re not expected to be an expert: Individual entrepreneur to leading a team
  29. 29. If you’re not looking forward to your next Board meeting then you are doing something wrong
  30. 30. THANK YOU
  31. 31. Strategy Workshop For Founders and C-team members, the Strategy Workshop provides you with a clear strategic roadmap for your business • Big picture and Vision for the business, and business model canvas • Strategic objectives are defined and potential actions identified • All options are ‘filtered’ into actionable and realistic outputs “I left the [Strategy Workshop] feeling good, with a clear map of all the actions that I need to be take over the next months... Another Workshop would be valuable pre-series A, to clarify my thinking and focus” Founder & CEO, Lexoo: specialist lawyers for start-ups and SMEs http://www.firewerks.co

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