Note: This article is part of an ongoing series on Board Directors. To learn more about their roles and responsibilities, download this free eBook today Director's Guidebook: How to be an Effective Board Director in Early Stage Companies or purchase our books at Amazon.com.
In previous posts we have addressed how Board Directors can add value, communicate effectively with CEOs, and prepare for successful board meetings, but how should entrepreneurs go about recruiting one? A good Board Director can be a huge asset, but a bad one can actually be a hindrance to your business, and at the very least leave you lacking the skills and advice you need. So make sure you invest the time and resources necessary to run a great recruiting process. It will pay you back in spades.
Attributes of a Great Recruiting Process:
- Additive – A new director should add key skills to the board
- Timely – Don’t let the process drag out, treat it like you would a key hire
- Objective – Just because someone is a good friend doesn’t mean they are a good addition to your board
Attributes of a Poor Recruiting Process:
- Divisive – Poor selection process can lead to negative feelings and be disruptive to the operation of the board
- Surprising – Concealing from board candidates company issues and expectations on time commitment for the position
- Conflicted – Candidates for an independent seat should be truly independent of financial ties to the existing board or company and be evaluated objectively
Most early stage companies have 3 or 5 person boards. Founders have 1 or 2 seats, investors have 1 or 2 seats, and there is one seat slotted for an independent or industry director. Over time, boards can grow, and companies can out-grow their existing boards, so understanding the process of recruiting a new director is important. There are many similarities in this recruitment process to hiring a senior member of the management team, so you should be familiar with the following steps.
Assign one board member to run the recruitment process: Although this is a team effort usually run by the CEO and one designated director, someone has to be in charge, and someone has to be the point person for all communications with candidates.
Assess your needs in advance: Knowing your current board’s strengths and weaknesses will help you identify the characteristics for your ideal candidate. Make sure you prioritize your selection criteria so you can properly rank prospective board members.
Use your board to increase the pool of candidates: Whether they know someone directly or through one of their business connections, board members are great source of talent.
Run a parallel, open process: When you hire a new vice president you interview multiple candidates at a time. This speeds up the process and allows you to evaluate several individuals. Recruiting a new board member is no different. Be open and honest with candidates about your process. They should know what you are looking for and how you will reach a decision.
Share relevant company information with your top candidates: Although you must be careful as to what you disclose, it is important to be open and honest about the company. Nobody likes surprises when they take on a new position. Also, make sure you set expectations correctly for what the duties and time commitment will be for the director role. Before company information is shared, an NDA should be in place.
Rank all candidates and work towards a consensus opinion: To form a cohesive board, new directors need more than one strong supporter on the board. Make sure that candidates are interviewed by most, if not all directors wherever possible. From the feedback they provide you can determine your top candidate and get an indication of how the board will assimilate the new director.
Onboarding a new director: Once you have your candidate and she indicates a desire to join the board, it is very important to talk to her about board norms, how board meetings are run, and expectations of board members. The board should vote to make the offer official. After joining, the director should be furnished with copies of the last few board packages, a calendar of upcoming meetings, and an oral summary of board norms and expectations.
Board Evaluations
Boards should consider regularly conducting an evaluation of their effectiveness. Any such evaluation should be run by one person, and steps should be taken to ensure confidentiality of inputs so that participants can be candid with their thoughts (it may be appropriate to ask for the assistance of company counsel to avail of attorney-client privilege protection for sensitive issues). The evaluation should include a peer review of directors as well as input from the CEO on director and board effectiveness. The formality of the process should be adjusted to reflect the stage of the company – even done informally, it is a valuable tool for driving board awareness and effectiveness. Topics to address may include: board processes and supporting materials, board composition, committee organization and processes, role of the board and board leaders, board's relationship with CEO, board culture and dynamics, potential board development needs, overall board effectiveness, individual director effectiveness (self and peer).
Practical Tips:
- New directors must be carefully chosen for their objective value add and their independence.
- The process used for recruiting directors speaks volumes to the candidates about the quality of the board they are being asked to join.
- Assessing the current board’s strengths and weaknesses on an annual basis is a useful exercise to undertake, even if you aren’t looking for new board members.
Want to learn more about the roles and responsibilities of Directors? Download this free eBook today Director's Guidebook: How to be an Effective Board Director in Early Stage Companies or purchase our books at Amazon.com.
