For the first 3 years of Shoes of Prey we didn't have a board. We were self-funded so didn't have investors who would naturally want to join the board, and while we had a good group of people we went to for advice, we hadn't put a formal board together. In hindsight that probably worked ok, but having worked with a board over the last 18 months it's been a big help for getting us thinking through the big, strategic decision and more recently for holding us as accountable as a management team.
I had never attended let alone organised a board meeting before, so our first few board meetings were pretty unstructured. Our board and observers helped provide some template structures for running a board meeting and putting together a board pack and for the last 6-9 months I think we've been doing a reasonably efficient job of running the meetings.
Evaluation ourselves against what Mark suggests for running a good board meeting:
- Our management team put together a detailed board pack which we email out to attendees 48-72 hours before the board meeting. We start the board meeting assuming this pack has been read by everyone and that's generally the case, we don't walk through it slide by slide, rather we'll quickly flick through the slides and people can shout out if they have questions or want to discuss any particular points. Putting the board pack together is time consuming for our management team, but it's a good process for us to evaluate what's happened over the previous month, and we've synced it with a lot of our internal reporting that we need to do anyway, so it's a useful and relatively efficient process. The pack has evolved over time as attendees have shared their feedback and thoughts on it.
- I don't schedule 1:1 calls the week before the meeting, and this is an interesting suggestion from Mark. I do have regular conversations with our two board members Rick Baker and Bill Bartee (almost weekly with Rick) so I think that's a good equivalent. And I'd have semi-regular conversations with our board observers, so I don't think the scheduled 1:1 calls are needed in our case.
- I think we do a reasonable job of setting the agenda of the board meeting to deal with the most important topics, but I could improve on this. We have a section each board meeting titled 'Key Topics for Discussion'. Usually I put one or two topics here for us to run through. I put this slide at the end of the deck but for the next board meeting I'm going to change this and bring it up to the front of the deck. In a related post Mark mentions "Remember, your goal in a board meeting is to maximize the amount of discussion time you have with the smart people you’ve assembled and get their reactions to the key strategic issues you’re debating internally. You’re looking to get their experiences from other companies and to challenge your thinking." Bringing these key strategic areas to the top of the board pack should help us maximise this time. We have two other sections with updates on our key projects and follow up actions from the previous board meeting, and those work well covering off the other main areas. Then we have a section on the areas Mike, Jodie, myself and from next board meeting Joel as our Senior Marketing Manager identify as the successes, failures, red flags and key actions for the next month. We get a slide each and it's been suggested a few times that we tighten this up so for the next board meeting I might experiment with halving the space we each have and changing the headings to 'Wins' and 'What keeps me up at night'.
- We've recently started taking minutes in the board meeting so that we're recording all the action items, and Todd who collates these has been emailing them out after each meeting. We then report on these in the following board pack which holds us accountable to actioning them. This has been working really well.
Mark mentions that the ideal board meeting is split time wise as follows:
- Provide information / context (15%) - we probably spend slightly more time on this, perhaps 25%, but it's generally only in relation to giving more detailed background on key areas that we want to discuss and debate rather than areas that aren't important, so I think that's ok.
- Discuss, debate and potentially reach decisions on the most important topics (70%) - this is where we spend the bulk of our time which is good. We can improve on it though, I think we get distracted by smaller issues sometimes, so I plan to bring the key strategic issues to the front of the board pack so we can deal with those first.
- Deal with company admin: 409a valuations, approve stock options, vote on key measures (15%) - this is an area we actually spend less time on and that's a failing of mine, I tend to ignore these company admin tasks which isn't a good thing. I need to improve on ensuring we get these things done. To action this, I'll ask for a list of the admin tasks that need to be done each year and slot them into a schedule so I don't miss any.
Any good lessons you've learnt from your experiences with board meetings?
Image credit. A meeting of a board of directors of the Leipzig–Dresden Railway Company in 1852.