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
    • 3.6.1 What the CEO Should Expect from the Board
    • 3.6.2 What the Board Should Expect from the 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
    • 3.17 Governance Practices by Stage of Growth
    • 3.17.1  Summary Chart of Governance Practices

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 Review of Resolutions by Legal Counsel

5. Downloads

Director’s Matrix

• 3.16.1 Directors matrix (PDF)

CEO Report

• 4.7 CEO Report (PDF)

CFO Report

• 4.8 CFO Report (PDF)

Board Governance for Early Stage Technology Companies – complete

• Board Governance for Early Stage Technology Companies – complete (DOC)
• Board Governance for Early Stage Technology Companies – complete (PDF)

6. Articles Written by David Rowat

• • • 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  – 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.
    • 6.11 Judges or Mentors – Directors Must Lead
    • 6.12 Duty of the CFO – to the CEO or Board?
    • 6.13 Governance Practices by Stage of Growth for Early Stage Technology Companies.
    • 6.14 Governance Practices at the Start-up and Angel Stages of Growth.
    • 6.15 Governance Practices at the Venture Growth Stage.
    • 6.16 How to Manouver a Successful Board Meeting.

Articles Written by Others<

• • 7.1 Directors Who Don’t Deliver.
  • 7.2 Conflicts in Directors Making Direct Loans to Companies.
  • 7.3 8 Tips for Effective Boards.
  • 7.4 Running More Effective Board Meetings at Startup.
  • 7.5 How To Communicate with your Investors between Board Meetings.
  • 7.6 The 4 Types of Advisers Every Startup Needs.
  • 7.7 The Board’s Role in Facilitating and Supporting a Fundraising Process.