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  • 1.0 Introduction
    • 1.1 Table of Contents
    • 1.2 Links
    • 1.3 Preamble
  • 2. Board Manual
    • 2.0 Board Terms of Reference
    • 2.1 Director Terms of Reference
    • 2.2 Chair Terms of Reference
    • 2.3 Audit Committee Terms of Reference
    • 2.4 Compensation Committee Terms of Reference
  • 3. Best Practices
    • 3.0 Board Composition
    • 3.1 Time Commitment
    • 3.2 Director Compensation
    • 3.3 Director Investment
    • 3.4 Board and Management Responsibilities
    • 3.5 Splitting the Roles of Chairman and CEO
    • 3.6 Relationship Between Chairman and CEO
    • 3.7 CEO Review Process
    • 3.8 CEO Succession
    • 3.9 Founder’s Syndrome
    • 3.10 Authorization Levels
    • 3.11 Risk Assessment
    • 3.12 Strategic Planning
    • 3.13 Whistle Blowing
    • 3.14 Advisory Committees
    • 3.15 Holding Management to Account
    • 3.16 Board Review
    • 3.16.1 Directors Matrix
  • 4. Board Meetings
    • 4.0 Organizing a Board Meeting
    • 4.1 Sample Board Agenda
    • 4.2 Who Should Attend Board Meetings
    • 4.3 Meetings of Independent Directors
    • 4.4 Frequency of Board Meetings
    • 4.5 Physical Presence or Teleconference
    • 4.6 Philosophy of Board Meeting Minutes
    • 4.6.1 Sample Board Meetings Minutes
    • 4.7 Sample CEO Report to the Board
    • 4.8 Sample CFO Report to the Board
    • 4.9 Sample Report to the Board
    • 4.10 Written Resolutions
    • 4.11 Review of Resolutions by Legal Counsel
    • 4.12 Role of the Corporate Secretary
  • 5. Downloads
    • Manual as Single Doc
    • Manual as Single PDF
  • 6. Articles
    • 6.1 Boards are even more important for start-ups
    • 6.2 What Should Boards of Early Tech Companies Do ?
    • 6.3 Directors Need to be on Common Ground
    • 6.4 Managing Fiduciary Duty – Part I – Charting the Course
    • 6.5 Steering the Ship of Fiduciary Duty in a Sea of Conflict
    • 6.6 When Does Management Cross the Line?
    • 6.7 Should I Stay or Should I Go?
    • 6.8 Less Minutes Equals Less Mischief
    • 6.9 You have my time – now you want my money too?
    • 6.10 The Loneliness of the Corporate Secretary
Reference Materials - Boards of Directors
Early Stage Technology Companies

Section 1.1
Table of Contents

  • 1. Introduction
    • 1.1 Table of Contents
    • 1.2 Links
    • 1.3 Preamble
  • 2. Board Manual
    • 2.0 Board Terms of Reference
    • 2.1 Director Terms of Reference
    • 2.2 Chair Terms of Reference
    • 2.3 Audit Committee Terms of Reference
    • 2.4 Compensation Committee Terms of Reference
  • 3. Best Practices
    • 3.0 Board Composition
    • 3.1 Time Commitment
    • 3.2 Director Compensation
    • 3.3 Director Investment
    • 3.4 Board and Management Responsibilities
    • 3.5 Splitting the Roles of Chairman and CEO
    • 3.6 Relationship Between Chairman and CEO
    • 3.7 CEO Review Process
    • 3.8 CEO Succession
    • 3.9 Founder’s Syndrome
    • 3.10 Authorization Levels
    • 3.11 Risk Assessment
    • 3.12 Strategic Planning
    • 3.13 Whistle Blowing
    • 3.14 Advisory Committees
    • 3.15 Holding Management to Account
    • 3.16 Board Review
    • 3.16.1 Directors Matrix
  • 4. Board Meetings
    • 4.0 Organizing a Board Meeting
    • 4.1 Sample Board Agenda
    • 4.2 Who Should Attend Board Meetings
    • 4.3 Meetings of Independent Directors
    • 4.4 Frequency of Board Meetings
    • 4.5 Physical Presence or Teleconference
    • 4.6 Philosophy of Board Meeting Minutes
    • 4.6.1 Sample Board Meeting Minutes
    • 4.7 Sample CEO Report to the Board
    • 4.8 Sample CFO Report to the Board
    • 4.9 Sample Report to the Board
    • 4.10 Written Resolutions
    • 4.11 Legal Review