What To Include In A Board Package
In response to my post on board management tips, I got a few questions on what to include in a board package. So here’s my take. Obviously some of the materials will be unique to your particular situation, for example if you’re negotiating venture debt, you might include term sheets to review, but there are some basics that you should provide to the board at every meeting and these include:
- Board presentation deck (PowerPoint). These run anywhere from 15 to 50 pages in length and are typically broken up into sections that have one of two goals: (1) updates or (2) decisions. More on format and content of board decks later.
- Financials (Excel or PDF). Send the most recent month’s results. If you were able to schedule your board meetings for the second or third week of the month, that should be enough time to close out the previous month and include those figures. Ideally you want to include an income statement, balance sheet and cash flow statement. You should also include actual performance versus budget.
- Cap table (Excel or PDF). While this doesn’t change that dramatically on a monthly basis, you will be well served to include an up to date copy in each package. Be sure to include new options approved in previous board meetings as well as option cancellations from ex-employees.
- Board minutes (Word). Somebody should be responsible for taking minutes in the board meeting. These are not very lengthy minutes, but more formalities (who attended, when it started, topics discussed, etc.). You will want to circulate the draft minutes from the previous board meeting with the package and then during the meeting call a board vote to approve the minutes. In terms of who takes the minutes, it’s typically either the CFO or corporate counsel. Most attorneys will join the meeting by conference call and prepare the minutes without charging, or at least without charging much. I’m a fan of using your attorney for this as it keeps your records organized (hopefully your CFO has something better to do!).
- Summary (Word). I confess I have never done this, but I have seen other CEOs do it and plan to do this in the future. The summary is basically a 1-3 page prose document which gives your 360 view of the business, e.g. how it’s performing relative to plan, any big strategic issues, etc.
Provided they are accurate and timely, a board package that includes these 5 things will be very well received by your fellow board members.