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BOARDS AND HOW TO MAKE THEM BETTER!!!!!!!!

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WE NEED TO BE CLEAR

Public, private, family owned, venture-backed, etc?

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In my belief, they are fundamentally different!!!!!!

And the answers to many of the questions I would ask, would be different for each.

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ADVANTAGES

1.

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DISADVANTAGES

1.

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THINGS TO WATCH OUT FOR

1.

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Is the board meeting or the dinner the night before?

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Why Build a High-Impact Board?

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Sounding Board

For you and your senior managers, helping you set your company’s top strategic goals and challenges and advise management about execution

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Forum

For problem solving and management support

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Source

Of critical market and operational expertise

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Resource for Identifying

Recruiting, and onboarding top managerial talent

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Resource for Networking

With the key people outside your company who can help your company succeed

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Bad board dynamics result

when:

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Bad…….

1. The board is set up for “control” or other “non-impact” purposes.

2. Board members are not committed to spending the appropriate time and energy to participate and be helpful.

3. One or more board members monopolizes the board discussion.

4. Board members are not aware of or not held accountable for what’s expected of them.

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BAD……Part 2

5.There is poor alignment between various board members around the company’s short-and long-term goals and aspirations.

6. The management team does not properly prepare the board to have a meaningful conversation about the company and its markets.

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Charm’s Main points

The more time spent on financial statements, the less the meeting accomplishes

The more the board understands the metrics of prediction, the better the discussion .

Running the meeting is very important

Term Limits are critical

The board needs to be involved in the strategy discussions way earlier than CEO’s allow or think about

If there are outside investors, every meeting can not be a scorecard on the CEO

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Directors

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AGENDA

1. ##### 2. Issues that concern CEO 3. Issues that the board thinks are

important 4. Senior management team rotate

throughout the year 5. Other…….

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What one factor will most influence whether or not a

board succeeds?

creating the board at the right time

other

Having the right mix of management, independent, and investor board members

Having effective board meetings

Having a cohesive board

Having diverse board members with the right skill sets and experience

1%

10%

17%

18%

23%

31%

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Setting Clear Expectations,

Demanding Full Accountability

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Four to eight hours per month for board-related activities and responsibilities

One day per quarter for on-site board meetings

A couple of hours per month to provide ad hoc operational or strategic advice

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Charm’s point of view

For private and family-owned, there are no votes….

whether formal or informal

Major job, help the CEO with what he or she thinks is important at the moment and ( sometimes point out other issues that should be discussed)

Running the meeting is most important along with boards expectations.

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SOURCES: Many, many…….

Many materials written on the subject

Many discussions with experienced CEO’s and Directors