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Leadership calendar    Sep 12, 2024

Every Minute Counts: Best Practices to Drive Boardroom Efficiency

Here at Edison, we believe that the board of directors should be a growth-stage company’s strategic weapon. But building and sustaining an effective board takes work; that’s why, to help CEOs optimize corporate governance and their own board leadership, we are launching the Board of Directors Best Practices series. The following is the fifth topic in the series.

As is the case in every area of a growth-stage company, when it comes to your board, time is of the essence. The challenge, then, is making the most out of board members’ time when they likely have other professional commitments and aren’t immersed in the company 24/7 like the CEO or management team. How do you maintain that connectedness as a board while only meeting periodically?  

It’s all about efficiency: pushing speed, continuity, effectiveness, and, ultimately, more interdependent insight and decision-making among the board of directors. As a group that often only meets on a monthly and quarterly basis, effective boards are those that have a firm meeting structure and cadence in place to ensure that everything gets done on schedule and no one’s valuable time is wasted. Beyond these scheduled meetings, however, ongoing communication between directors and executive leadership is a key tool for maintaining these connections over time and distance.  

Communications Cadence 

In our experience, the most effective boards meet up to six times per year: four quarterly meetings, one standalone meeting focused on strategy, and another focused on budget. Outside of these meetings, we recommend boards conduct monthly calls of 30-60 minutes. These calls are a useful way for directors to review the latest company financials and other pressing matters, rather than waiting for the next full meeting. It can take some time to achieve board cohesion, for all directors to understand the fiber of the board, and to get everyone working together. Communication between board meetings drives both productivity and board cohesion.  

Some other tactics to improve communication and alignment between meetings include: 

  • Monthly flash reports from the CEO and CFO; which keep the board apprised of financial performance and KPIs and serve as the primary agenda for monthly board calls.  
  • Having dinner together before meetings; allowing the management team and directors to build relationships outside the confines of the formal business setting. 
  • Periodic one-on-one meetings between directors and the management team; which allow both constituencies to discuss the business in more depth. 
  • Holding the occasional board meeting at a neutral location; which is an effective tactic for handling challenging discussions or overcoming any biases that may arise. This also is a great way to accommodate any varying locations of board directors. 

Preparation 

It is the CEO’s responsibility to ensure everyone is prepared for each board meeting with the proper materials and to lead the conversation in the boardroom. Additionally, to foster greater preparation, the CEO should: 

  • Pulse board members for key top-of-mind topics 3-4 weeks before the next board meeting. 
  • Walk through the board package with the chairman or lead director ahead of time to ensure that all the key topics that the board expects are covered. 
  • Distribute the board package three to five days before the meeting, including financial information, a KPI dashboard, and other material topics. 

Board members also have a role to play in preparing for meetings. Each director should: 

  • Review all material in advance and prepare questions for the management team. 
  • Look back at the previous meeting package and any recent monthly flash reports to avoid “board amnesia” that wastes valuable meeting time. 

Agenda 

When it comes to scheduled board meetings, surprises are a distraction. The CEO should work with the chairman or lead director before the meeting to construct the agenda. The structure and flow of a board meeting can vary, but standard board meetings should be no more than four hours in duration. Consider these additional tips: 

  • We recommend following Robert’s Rules of Order to work through the agenda while formally enacting resolutions as needed. 
  • Each meeting should have a theme or focus, as issues are typically not the same every quarter and can range across strategy, team evaluation, product innovation, and/or capital raises. 
  • It’s also a good idea to rotate relevant managers in and out to expose the broader team to the board. 
  • Address any pressing topics or resolutions in advance once the package is distributed, or upfront in a CEO session in the event of a time crunch. 

The board may choose to hold one or two additional sessions outside of the main meeting: the CEO session and/or the executive session. 

The CEO session is a meeting held ahead of the board meeting between the board and the CEO individually, without the rest of the management team. This session presents an opportunity for the CEO to share what’s on their mind, discuss any issues they’re facing with other management team members, and raise any other sensitive subjects before the formal meeting.  

Executive sessions happen following board meetings and typically do not include the CEO nor management team members. This is a way for directors to discuss the performance of the company and other sensitive topics, and synthesize into concise, collective feedback for the CEO. The session should be led by the chairman or lead director, and feedback should be delivered to the CEO or by the lead director either one-on-one or with the rest of the board present. 

As part of executive sessions, board directors should take a critical look at overall company operations and how they might be improved to meet the organization’s strategic goals with capital efficiency. Consider the following: 

  • Is the CEO performing as expected and according to the criteria we established? (We’ll discuss how to assess CEO performance in a later blog.) 
  • Is the CEO’s focus between internal and external tasks appropriate?  
  • If the management team is struggling, do we accept their reasons why?  
  • Does the CEO have a firm grasp on the balance sheet, particularly payables, receivables, and cash?  
  • What members of the management team are most concerning?  
  • What do you think about the company’s overall pitch on vision, strategy, and opportunities?  
  • What do we think are the top risks — both corporate and operational – over the next 12 months?  
  • How can we help the company outside the boardroom?  
  • What are the top three opportunities to expand into adjacent markets and grow faster?  
  • What skill(s) do we need in 18 months that we do not have now? 

An effective board is an efficient board, and efficiency hinges on the ability to maximize the time spent together, ensuring that every meeting, call, and communication is purposeful and aligned with the company's strategic objectives. By establishing a clear meeting structure, fostering continuous communication, and emphasizing thorough preparation, boards can not only stay connected and informed but also drive meaningful progress for the organization.  

Ryan has been investing and advising technology companies for over 20 years. He leads the Enterprise Software and Vertical SaaS industry practice for Edison. He is a member of the Investment Committee, and helps lead and support the firm’s Governance Center of Excellence and Director Network (EDN). He manages growth equity investments within supply chain & logistics, enterprise infrastructure, data management, go-to-market software, digital commerce, verticalized marketplaces, and workplace technology segments.